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HEXCEL CORP /DE/ Director's Dealing 2014

Jan 30, 2014

31031_dirs_2014-01-30_2da17976-741b-4fce-80ed-20aa584ae3ce.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: HEXCEL CORP /DE/ (HXL)
CIK: 0000717605
Period of Report: 2014-01-28

Reporting Person: Hennemuth Robert George (SVP, Human Resources)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-01-28 Restricted Stock Units $ A 2913 Acquired 2017-01-28 Common Stock (2913) Direct
2014-01-28 Non-Qualified Stock Option $43.01 A 10263 Acquired 2024-01-28 Common Stock (10263) Direct

Footnotes

F1: These RSUs were granted in a transaction exempt under Rule 16b. Upon vesting, RSUs are converted into an equivalent number of shares of Common Stock that are distributed to the grantee.

F2: This amount reflects the correct number of RSUs that were originally authorized for issuance to the reporting person. The amount reflected in Box 5 of the Form 4 filed on January 30, 2014 for the reporting person did not include all RSUs to be issued to the reporting person. The reporting person's original Form 4 erroneously indicated that the number of RSUs was 2,906. This amended Form 4 is being filed to correct the number of RSUs.

F3: The RSUs vest and convert into an equivalent number of shares of Common Stock in equal installments on the first three anniversaries from the grant date. Vesting of the RSUs is also subject to certain acceleration and termination provisions.

F4: Non-Qualified Options ("NQOs") granted in a transaction exempt under Rule 16b.

F5: This amount reflects the correct number of NQOs that were originally authorized for issuance to the reporting person. The amount reflected in Box 5 of the Form 4 filed on January 30, 2014 for the reporting person did not include all NQOs to be issued to the reporting person. The reporting person's original Form 4 erroneously indicated that the number of NQOs was 10,238. This amended Form 4 is being filed to correct the number of NQOs.

F6: The NQOs become vested with respect to one-third of the shares of Common Stock subject thereto on each of the first three anniversaries of the date of grant. Vesting of the NQOs is also subject to certain acceleration and termination provisions.