FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HOSPIRA INC [ HSP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/31/2014 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/31/2014 | A | 19,375(1) | A | $43.01 | 19,375 | D | |||
Common Stock | 03/31/2014 | A | 58,126(2) | A | $43.01 | 77,501 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (Right to buy) | $43.01 | 03/31/2014 | A | 72,971(3) | (3) | 03/31/2021 | Common Stock | 72,971 | $0 | 72,971 | D |
Explanation of Responses: |
1. Award of time-vested restricted stock units on March 31, 2014. The restricted stock units vest over a three-year period from the date of grant in equal installments of one-third per year, based on continued employment. Thus, the RSUs will vest on March 31, 2015, 2016, and 2017. Upon vesting, the RSUs are immediately exercisable. Should an officer's employment be terminated prior to vesting (unless for retirement, disability, or death), the officer will forfeit the unvested units. And, if terminated for cause, the officer will forfeit the vested units, as well. |
2. Sign-on award of restricted stock units on March 31, 2014. The restricted stock units vest over a four-year period from the date of grant in equal installments of one-quarter per year, based on continued employment. Thus, the RSUs will vest on March 31, 2015, 2016, 2017 and 2018. Upon vesting, the RSUs are immediately exercisable. Should an officer's employment be terminated prior to vesting (unless for retirement, disability, or death), the officer will forfeit the unvested units. And, if terminated for cause, the officer will forfeit the vested units, as well. |
3. The stock options, granted on March 31, 2014, vest in four equal annual installments on March 31, 2015, 2016, 2017 and 2018. The exercise price of $43.01 is the average of the high and low trading prices of Hospira common stock on the date of grant. The stock options have a seven-year term. |
Benjamin Kwakye, Attorney in Fact | 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 4 (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. |