0001140361-19-016557.txt : 20190912 0001140361-19-016557.hdr.sgml : 20190912 20190912081803 ACCESSION NUMBER: 0001140361-19-016557 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190911 FILED AS OF DATE: 20190912 DATE AS OF CHANGE: 20190912 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Milcos Constantine CENTRAL INDEX KEY: 0001587912 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33118 FILM NUMBER: 191089553 MAIL ADDRESS: STREET 1: C/O ORBCOMM, INC., 395 W. PASSAIC STREET STREET 2: SUITE 325 CITY: ROCHELLE PARK STATE: NJ ZIP: 07662 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ORBCOMM Inc. CENTRAL INDEX KEY: 0001361983 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 412118289 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 395 W PASSAIC STREET, SUITE 325 CITY: ROCHELLE PARK STATE: NJ ZIP: 07662 BUSINESS PHONE: 703-433-6300 MAIL ADDRESS: STREET 1: 395 W PASSAIC STREET, SUITE 325 CITY: ROCHELLE PARK STATE: NJ ZIP: 07662 4 1 form4.xml FORM 4 X0306 4 2019-09-11 0001361983 ORBCOMM Inc. ORBC 0001587912 Milcos Constantine C/O ORBCOMM, INC. 395 W. PASSAIC STREET, SUITE 325 ROCHELLE PARK NJ 07662 true EVP, CFO and CAO Common Stock 2019-09-11 4 P 0 15000 5.247 A 48367 D Stock Appreciation Right 6.6 Common Stock 6100 6100 D Stock Appreciation Right 5.92 Common Stock 6100 6100 D Restricted Stock Unit (Performance Vested) 0 Common Stock 2762 2762 D Restricted Stock Unit (Time Vested) 0 Common Stock 2763 2763 D Restricted Stock Unit (Performance Vested) 0 Common Stock 12246 12246 D Restricted Stock Unit (Time Vested) 0 Common Stock 12246 12246 D Performance Right (Performance Unit Award) Common Stock 0 D The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.20 to $5.31, inclusive. The reporting person undertakes to provide ORBCOMM Inc. (the "Company"), any security holder of the Company, 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 above. Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (December 17, 2014) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2016. The TV SAR awards expire on December 17, 2024 and have an exercise price of $6.60 per share, the closing price of the common stock on the grant date. Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (December 12, 2013) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2015. The TV SAR awards expire on December 12, 2023 and have an exercise price of $5.92 per share, the closing price of the common stock on the grant date. Each Performance Vested Restricted Stock Unit ("PV RSU") represents the right to receive one share of common stock or its cash equivalent. The PV RSU will vest based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2019. Each Time Vested Restricted Stock Unit ("TV RSU") represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2020. Each PV RSU represents the right to receive one share of common stock or its cash equivalent. The PV RSU will vest based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2019. Each TV RSU represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2020. The 2019 Performance Unit Award ("PUA") represents the right to receive up to 41.25% of the reporting person's 2019 base salary, in cash, common stock or a combination of both, as determined by the Compensation Committee. The 2019 PUA is allocated in 3 amounts (11.25% of 2019 base salary to 2019 and 15% of 2019 base salary to each of 2020 and 2021) and will vest and be payable only if the stock price reaches specified price targets as of 12/31 of each year and the reporting person is employed by the Company as of the vesting and payment dates. No portion of the 2019 PUA will vest if the threshold stock price is not reached for that year. If the stock price is above the threshold level for that year, the amount of the 2019 PUA that vests and is payable will increase up to the maximum portion of the 2019 PUA allocated to that year. The market price of the Company's common stock as of 12/31 of each year will be based on average daily closing prices of the common stock for the 20 trading days immediately prior to 12/31. /s/ Christian Le Brun, by power of attorney 2019-09-12