FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/01/2014 |
3. Issuer Name and Ticker or Trading Symbol
ASPEN INSURANCE HOLDINGS LTD [ AHL ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Ordinary Shares(1) | 3,923 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Phantom Shares (2012 Grant) | (2) | (2) | Ordinary Shares | 691(2) | (3) | D | |
Phantom Shares (2013 Grant) | (4) | (4) | Ordinary Shares | 179(4) | (3) | D | |
Restricted Share Units (2012 Grant) | (5) | (5) | Ordinary Shares | 1,669(5) | (6) | D | |
Restricted Share Units (2013 Grant) | (7) | (7) | Ordinary Shares | 1,702(7) | (6) | D |
Explanation of Responses: |
1. This form is being filed following the Reporting Person's appointment to the Issuer's Group Executive Committee effective April 1, 2014. |
2. Represents 2012 Phantom Shares eligible for vesting following the achievement of certain financial targets by the Issuer. One-third of the 2012 Phantom Shares award is tested annually over a three-year period. Subject to continued employment, all vested Phantom Shares will be settled in cash upon the filing of the annual report on Form 10-K for the year ended December 31, 2014. |
3. Each Phantom Share represents the right to receive the economic equivalent of one of the Issuer's Ordinary Shares. |
4. Represents 2013 Phantom Shares eligible for vesting following the achievement of certain financial targets by the Issuer. One-third of the 2013 Phantom Shares award is tested annually over a three-year period. Subject to continued employment, all vested Phantom Shares will be settled in cash upon the filing of the annual report on Form 10-K for the year ended December 31, 2015. |
5. Represents 2012 Restricted Share Units granted on February 8, 2012 under the Issuer's 2003 Share Incentive Plan (as amended). One-third of the 2012 Restricted Share Units vests annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service. Upon vesting of the 2012 Restricted Share Units, the Reporting Person shall be entitled to receive a number of Ordinary Shares equal to the number of Restricted Share Units then vesting. |
6. Each Restricted Share Unit represents the right to receive one share of the Issuer's Ordinary Shares. |
7. Represents 2013 Restricted Share Units granted on February 11, 2013 under the Issuer's 2003 Share Incentive Plan (as amended). One-third of the 2013 Restricted Share Units vests annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service. Upon vesting of the 2013 Restricted Share Units, the Reporting Person shall be entitled to receive a number of Ordinary Shares equal to the number of Restricted Share Units then vesting. |
Remarks: |
/s/ Michael Cain as Attorney-in-Fact for Lisa Gibbard | 04/02/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |