0000902664-19-003581.txt : 20190828 0000902664-19-003581.hdr.sgml : 20190828 20190828194824 ACCESSION NUMBER: 0000902664-19-003581 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190826 FILED AS OF DATE: 20190828 DATE AS OF CHANGE: 20190828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELLIOTT ASSOCIATES, L.P. CENTRAL INDEX KEY: 0000904495 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03610 FILM NUMBER: 191063371 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125062999 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: ELLIOTT ASSOCIATES LP DATE OF NAME CHANGE: 19930513 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arconic Inc. CENTRAL INDEX KEY: 0000004281 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 250317820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 ISABELLA STREET STREET 2: SUITE 200 CITY: PITTSBURGH STATE: PA ZIP: 15212-5872 BUSINESS PHONE: 2128362732 MAIL ADDRESS: STREET 1: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-4608 FORMER COMPANY: FORMER CONFORMED NAME: ALCOA INC. DATE OF NAME CHANGE: 20141003 FORMER COMPANY: FORMER CONFORMED NAME: ALCOA INC DATE OF NAME CHANGE: 19990105 FORMER COMPANY: FORMER CONFORMED NAME: ALUMINUM CO OF AMERICA DATE OF NAME CHANGE: 19920703 4 1 ownership.xml X0306 4 2019-08-26 1 0000004281 Arconic Inc. ARNC 0000904495 ELLIOTT ASSOCIATES, L.P. 40 WEST 57TH STREET 30TH FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock, $1.00 par value 2019-08-26 4 S 0 811348 24.94 D 14514475 I See Footnote Common Stock, $1.00 par value 2019-08-27 4 S 0 851021 25.17 D 13663454 D Common Stock, $1.00 par value 2019-08-28 4 S 0 228415 25.05 D 13435039 D Notional Principal Amount Derivative Agreements 2019-08-26 4 J 1 1 A Common Stock 412300 1 D Notional Principal Amount Derivative Agreements 2019-08-26 4 J 1 1 A Common Stock 476548 1 I See Footnote Notional Principal Amount Derivative Agreements 2019-08-27 4 J 1 1 A Common Stock 415400 1 D Notional Principal Amount Derivative Agreements 2019-08-27 4 J 1 1 A Common Stock 513121 1 I See Footnote Notional Principal Amount Derivative Agreements 2019-08-28 4 J 1 1 A Common Stock 228415 1 D This Form 4 is filed by Elliott Associates, L.P. ("Reporting Person"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. Reflects a transaction effected by Liverpool, a wholly-owned subsidiary of Elliott. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.87 to $25.05, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.17 to $25.18, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The Reporting Person, directly and through The Liverpool Limited Partnership, a Bermuda limited partnership and a wholly-owned subsidiary of the Reporting Person ("Liverpool"), increased its position in notional principal amount derivative agreements (the "Derivative Agreements") in the form of cash settled swaps. The strike prices of the Derivative Agreements reported herein range from $24.89 to $25.05. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Derivative Agreements (such shares, the "Subject Shares"). The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Person, directly and through Liverpool, increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.18. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Person, directly and through Liverpool, increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.08. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Person has agreed to disgorge to the Issuer all statutory "profits" pursuant to Section 16(b) of the Securities Exchange Act of 1934, as amended, that resulted from the transactions reported herein. /s/ Elliot Greenberg, Vice President of Braxton Associates, Inc., as General Partner of Elliott Capital Advisors, L.P., as General Partner, of Elliott Associates, L.P. 2019-08-28