0001209191-23-002947.txt : 20230111 0001209191-23-002947.hdr.sgml : 20230111 20230111130552 ACCESSION NUMBER: 0001209191-23-002947 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230101 FILED AS OF DATE: 20230111 DATE AS OF CHANGE: 20230111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zamarro Christina L CENTRAL INDEX KEY: 0001934429 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-01927 FILM NUMBER: 23523144 MAIL ADDRESS: STREET 1: 200 INNOVATION WAY CITY: AKRON STATE: OH ZIP: 44316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GOODYEAR TIRE & RUBBER CO /OH/ CENTRAL INDEX KEY: 0000042582 STANDARD INDUSTRIAL CLASSIFICATION: TIRES AND INNER TUBES [3011] IRS NUMBER: 340253240 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1144 E MARKET ST CITY: AKRON STATE: OH ZIP: 44316 BUSINESS PHONE: 2167962121 MAIL ADDRESS: STREET 1: 1144 E MARKET ST CITY: AKRON STATE: OH ZIP: 44316 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-01-01 0 0000042582 GOODYEAR TIRE & RUBBER CO /OH/ GT 0001934429 Zamarro Christina L 200 INNOVATION WAY AKRON OH 44316 0 1 0 0 EVP & Chief Financial Officer Common Stock 6307 D Common Stock 578 I 401(k) Plan 2017 Plan Restricted Stock Units Common Stock 16612 D 2017 Plan Restricted Stock Units Common Stock 7317 D 2017 Plan Restricted Stock Units Common Stock 8715 D 2017 Plan Performance Share Units Common Stock 11074 D 2017 Plan Performance Share Units Common Stock 4878 D 2017 Plan Performance Share Units Common Stock 5810 D 2017 Plan Option 10.12 2030-02-25 Common Stock 25000 D Total number of shares of common stock allocated to the account of the reporting person in a Trust established under Goodyear's Employee Savings Plan for Salaried Employees, 401(k) Plan, as of January 1, 2023 as reported by the Plan Trustee. Restricted Stock Units, each equivalent to a share of common stock, granted under the 2017 Performance Plan. The Restricted Stock Units vest and convert into shares of common stock on May 5, 2023. The Restricted Stock Units vest and convert into shares of common stock on February 26, 2024. The Restricted Stock Units vest and convert into shares of common stock on February 28, 2025. Performance Share Unit grant under the 2017 Performance Plan, contingently payable (to the extent earned) 100% in shares of common stock in February 2023. The number of Units paid, which can range from 0% to 150% of the Units reported on this Form 3, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2022, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2022. Performance Share Unit grant under the 2017 Performance Plan, contingently payable (to the extent earned) 100% in shares of common stock in February 2024. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 3, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2023, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2023. Performance Share Unit grant under the 2017 Performance Plan, contingently payable (to the extent earned) 100% in shares of common stock in February 2025. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 3, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2024 and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. a peer group over the 3-year period ending December 31, 2024. Non-Qualified Stock Option in respect of shares of common stock granted under the 2017 Performance Plan. The option vests and becomes exercisable in 25% increments over four years commencing one year after the date of grant (February 25, 2020). /s/ Daniel T Young, signing as an attorney-in-fact and agent duly authorized to execute this Form 3 on behalf of Christina L. Zamarro pursuant to a Power of Attorney dated December 20, 2022, a copy of which is filed herewith. 2023-01-11 EX-24 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW BY ALL THESE PRESENTS, that the undersigned, Christina L. Zamarro, hereby constitutes and appoints David E Phillips, Daniel T Young and Jennifer L Strazzella, and each of them, her true and lawful attorneys-in-fact to: (1) execute for and on behalf of the undersigned Securities and Exchange Commission Forms 3, 4 and 5 for filing from time to time with the Securities and Exchange Commission pursuant to and in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Act"), and the rules and regulations promulgated from time to time thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the timely filing of any and all Forms 3, 4 and 5 which are required to be filed, or which would be appropriately filed, by the undersigned with the United States Securities and Exchange Commission, The Nasdaq Stock Market LLC and any other authority in order to comply with Section 16 of the Act; and (3) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorneys-in-fact and agents, or any of them, may be of benefit to, in the best interest of, or legally required by, the undersigned; it being understood that each document executed by any such attorney-in-fact and agent on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact and agent may, in the exercise of his or her sole discretion, approve. The undersigned hereby grants to each such attorney-in-fact and agent full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done, in the exercise of any of the rights and powers herein granted; and the undersigned hereby ratifies and confirms all that such attorneys-in-fact and agents, or any of them, shall lawfully do or cause to be done by virtue hereof. The undersigned acknowledges that the foregoing attorneys-in-fact and agents, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with, or any other liability under, Section 16 of the Act. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on this 20th day of December, 2022. /s/ Christina L. Zamarro ________________________ Christina L. Zamarro