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Eaton Corp plc — Director's Dealing 2012
Dec 3, 2012
29824_dirs_2012-12-03_f2beb492-1560-43f2-a206-ebd3981edf51.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Eaton Corp plc (ETN)
CIK: 0001551182
Period of Report: 2012-11-30
Reporting Person: FEARON RICHARD H (VC and CFO & Planning Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2012-11-30 | Ordinary Shares | A | 285069 | — | Acquired | 285069 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2012-11-30 | Restricted Stock Units | $0.00 | A | 3126 | Acquired | Ordinary Shares (3126) | Direct | |
| 2012-11-30 | Restricted Stock Units | $0.00 | A | 18200 | Acquired | Ordinary Shares (18200) | Direct | |
| 2012-11-30 | Restricted Stock Units | $0.00 | A | 8250 | Acquired | Ordinary Shares (8250) | Direct | |
| 2012-11-30 | Restricted Stock Units | $0.00 | A | 11925 | Acquired | Ordinary Shares (11925) | Direct | |
| 2012-11-30 | Stock Option | $51.94 | A | 44100 | Acquired | 2022-02-21 | Ordinary Shares (44100) | Direct |
| 2012-11-30 | Stock Option | $53.71 | A | 44000 | Acquired | 2021-02-22 | Ordinary Shares (44000) | Direct |
| 2012-11-30 | Stock Option | $34.11 | A | 68400 | Acquired | 2015-02-22 | Ordinary Shares (68400) | Direct |
| 2012-11-30 | Stock Option | $34.31 | A | 60000 | Acquired | 2016-02-21 | Ordinary Shares (60000) | Direct |
| 2012-11-30 | Stock Option | $40.405 | A | 64000 | Acquired | 2017-02-27 | Ordinary Shares (64000) | Direct |
| 2012-11-30 | Stock Option | $41.565 | A | 67600 | Acquired | 2018-02-26 | Ordinary Shares (67600) | Direct |
Footnotes
F1: Represents shares of Eaton Corporation plc ("New Eaton") acquired in connection with the merger of a wholly-owned subsidiary of New Eaton with and into Eaton Corporation ("Eaton"), with Eaton surviving the merger as a wholly-owned subsidiary of New Eaton (the "Merger"), in exchange for common shares of Eaton. The Merger was consummated simultaneous with and conditioned on New Eaton's acquisition of Cooper Industries plc by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Eaton common share was cancelled and converted into the right to receive one New Eaton ordinary share.
F2: These restricted stock units, which vest on February 24, 2013, were received exchange for 3,126 Eaton restricted stock units. The New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
F3: These restricted stock units, which vest in two equal annual installments beginning on February 23, 2013, were received in the Merger in exchange for 18,200 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
F4: These restricted stock units, which vest in three equal annual installments beginning on February 22, 2013, were received in the Merger in exchange for 8,250 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
F5: These restricted stock units, which vest in four equal annual installments beginning on February 21, 2013, were received in the Merger in exchange for 11,925 Eaton restricted stock units. These New Eaton restricted stock units have the same terms and conditions as the original Eaton restricted stock units.
F6: This option to purchase 44,100 New Eaton ordinary shares for $51.94 per share, which vests in three equal annual installments beginning on February 21, 2013, was received in the Merger in exchange for an option to purchase 44,100 Eaton common shares for $51.94 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
F7: This option to purchase 44,000 New Eaton ordinary shares for $53.71 per share, which vests in two equal annual installments beginning on February 22, 2013, was received in the Merger in exchange for an option to purchase 44,000 Eaton common shares for $53.71 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
F8: This option to purchase 68,400 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 68,400 Eaton common shares for $34.11 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
F9: This option to purchase 60,000 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 60,000 Eaton common shares of New Eaton for $34.31 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
F10: This option to purchase 64,000 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 64,000 Eaton common shares for $40.405 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.
F11: This option to purchase 67,600 New Eaton ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 67,600 Eaton common shares for $41.565 per share. This New Eaton stock option has the same terms and conditions as the original Eaton stock option.