0001209191-14-052818.txt : 20140815 0001209191-14-052818.hdr.sgml : 20140815 20140815190153 ACCESSION NUMBER: 0001209191-14-052818 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140723 FILED AS OF DATE: 20140815 DATE AS OF CHANGE: 20140815 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PHH CORP CENTRAL INDEX KEY: 0000077776 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS BUSINESS CREDIT INSTITUTION [6159] IRS NUMBER: 520551284 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3000 LEADENHALL ROAD CITY: MT. LAUREL STATE: NJ ZIP: 08054 BUSINESS PHONE: 856-917-1744 MAIL ADDRESS: STREET 1: 3000 LEADENHALL ROAD CITY: MT. LAUREL STATE: NJ ZIP: 08054 FORMER COMPANY: FORMER CONFORMED NAME: PHH GROUP INC DATE OF NAME CHANGE: 19880913 FORMER COMPANY: FORMER CONFORMED NAME: PETERSON HOWELL & HEATHER INC DATE OF NAME CHANGE: 19790121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Messina Glen A. CENTRAL INDEX KEY: 0001525371 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07797 FILM NUMBER: 141047691 MAIL ADDRESS: STREET 1: 3000 LEADENHALL ROAD CITY: MOUNT LAUREL STATE: NJ ZIP: 08054 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-07-23 0 0000077776 PHH CORP PHH 0001525371 Messina Glen A. C/O PHH CORPORATION 3000 LEADENHALL ROAD MOUNT LAUREL NJ 08054 1 1 0 0 President and CEO Common Stock 2014-07-23 4 D 0 53602 D 38556 D Common Stock 2014-08-13 4 M 0 37365 20.00 A 75921 D Common Stock 2014-08-13 4 S 0 34756 23.2773 D 41165 D Common Stock 2014-08-13 4 M 0 5612 20.00 A 46777 D Common Stock 2014-08-13 4 S 0 5206 23.4916 D 41571 D Common Stock 2014-08-13 4 M 0 21555 20.00 A 63126 D Common Stock 2014-08-13 4 S 0 20000 23.3995 D 43126 D Common Stock 2014-08-13 4 M 0 16978 18.53 A 60104 D Common Stock 2014-08-13 4 S 0 15244 23.2773 D 44860 D Common Stock 2014-08-13 4 M 0 55840 18.53 A 100700 D Common Stock 2014-08-13 4 S 0 50000 23.4168 D 50700 D Non-Qualified Stock Options (right to buy) 18.53 2014-08-13 4 M 0 16978 0.00 D 2021-07-28 Common Stock 16978 55840 D Non-Qualified Stock Options (right to buy) 18.53 2014-08-13 4 M 0 55840 0.00 D 2021-07-28 Common Stock 55840 0 D Employee Stock Options (right to buy) 20.00 2014-08-13 4 M 0 37365 0.00 D 2013-12-31 2021-11-14 Common Stock 37365 27167 D Employee Stock Options (right to buy) 20.00 2014-08-13 4 M 0 5612 0.00 D 2013-12-31 2021-11-14 Common Stock 5612 21555 D Employee Stock Options (right to buy) 20.00 2014-08-13 4 M 0 21555 0.00 D 2013-12-31 2021-11-14 Common Stock 21555 0 D Previously reported shares of common stock underlying unvested restricted stock units ("RSUs") have become subject to settlement solely in cash in accordance with the terms of the award. Settlement of any unvested portion of the RSUs will occur upon the earlier of (a) the reporting person's termination of employment (i) by PHH Corporation or its affiliates without cause (as defined under the terms of the award), (ii) due to the reporting person's resignation for good reason (as defined in the award), or (iii) due to the reporting person's retirement (as defined in the award), or (b) the applicable vesting dates of the underlying RSUs, in which case, 40% of the RSUs are scheduled to vest and settle in cash on May 27, 2015, and 60% of such RSUs are scheduled to vest and settle in cash on November 27, 2016. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.1900 to $23.4950, inclusive. The reporting person undertakes to provide to PHH Corporation, any security holder of PHH Corporation, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.4700 to $23.5000, inclusive. The reporting person undertakes to provide to PHH Corporation, any security holder of PHH Corporation, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.2800 to $23.4700, inclusive. The reporting person undertakes to provide to PHH Corporation, any security holder of PHH Corporation, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.1900 to $23.4950, inclusive. The reporting person undertakes to provide to PHH Corporation, any security holder of PHH Corporation, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.3500 to $23.5550, inclusive. The reporting person undertakes to provide to PHH Corporation, any security holder of PHH Corporation, 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. 61,667 stock options vested and became exercisable on July 28, 2012, 61,667 stock options vested and became exercisable on July 28, 2013, and 61,666 stock options vested and became exercisable on July 28, 2014; in each case, vesting and ability to exercise was subject to Mr. Messina's continued employment with PHH Corporation. William F. Brown, Attorney-in-Fact 2014-08-15