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) 01/12/2016 |
3. Issuer Name and Ticker or Trading Symbol
TransUnion [ TRU ] |
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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) |
Common Stock | 4,350 | 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 | ||||
Options (right to buy) | (1) | 08/01/2022 | Common Stock | 12,332 | $4.99 | D | |
Options (right to buy) | (2) | 08/01/2022 | Common Stock | 18,499 | $4.99 | D | |
Options (right to buy) | (3) | 09/26/2023 | Common Stock | 2,879 | $8.57 | D | |
Options (right to buy) | (4) | 09/26/2023 | Common Stock | 4,318 | $8.57 | D |
Explanation of Responses: |
1. Represents an initial grant of 12,332 stock options, 20% of which vest on August 1, 2013 and 5% of which vest on the last day of each subsequent full calendar quarter. |
2. These stock options will vest upon the attainment of both time-based and performance-based criteria. The time-based vesting criteria is satisfied as follows: 20% on August 1, 2013 and 5% on the last day of each subsequent full calendar quarter. The performance-based vesting criteria will be satisfied upon the Issuer's achievement of certain closing trading prices of the Common Stock evidencing certain returns on investment for certain stockholders over a thirty consecutive trading day period during a specified period following the Issuer's initial public offering or upon satisfaction or deemed satisfaction by certain stockholders of certain pre-specified return on investment performance targets. |
3. Represents an initial grant of 2,879 stock options, 20% of which vest on September 26, 2014 and 5% of which vest on the last day of each subsequent full calendar quarter. |
4. These options will vest upon the attainment of both time-based and performance-based vesting criteria. The time-based vesting criteria is satisfied as follows: 20% on September 26, 2014 and 5% on the last day of each subsequent full calendar quarter. The performance-based vesting criteria will be satisfied upon the Issuer's achievement of certain closing trading prices of the Common Stock evidencing certain returns on investment for certain stockholders over a thirty consecutive trading day period during a specified period following the Issuer's initial public offering or upon satisfaction or deemed satisfaction by certain stockholders of certain pre-specified return on investment performance targets. |
Remarks: |
See attached "FOOTNOTES" and "REMARKS" pages Exhibit 24 - Power of Attorney |
/s/ Michael J.Forde by Power of Attorney | 01/21/2016 | |
** 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. |