Howmet Aerospace Inc. — Director's Dealing 2019

Aug 7, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Arconic Inc. (ARNC)
CIK: 0000004281
Period of Report: 2019-08-05

Reporting Person: PLANT JOHN C (Director, Chairman and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-08-05	Restricted Stock Unit	$	A	400000	Acquired		Common Stock (400000)	Direct
2019-08-05	Restricted Stock Unit	$	A	50000	Acquired		Common Stock (50000)	Direct
2019-08-05	Restricted Stock Unit	$	A	50000	Acquired		Common Stock (50000)	Direct
2019-08-05	Restricted Stock Unit	$	A	50000	Acquired		Common Stock (50000)	Direct
2019-08-05	Restricted Stock Unit	$	A	50000	Acquired		Common Stock (50000)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of common stock of Arconic Inc. ("Arconic") or, at Arconic's election, cash equivalent to the fair market value thereof.

F2: These restricted stock units generally vest on August 6, 2020, contingent on Mr. Plant's continued employment as Chief Executive Officer or as Advisor to Arconic through such date and subject to partial or full accelerated vesting upon the occurrence of certain events. Vested restricted stock units will be settled in shares or cash, as applicable, within 30 days following the vesting date.

F3: These restricted stock units generally vest on August 6, 2020 if the Spinoff Date (as defined in the Letter Agreement, by and between Arconic and John C. Plant, dated as of August 1, 2019 (the "Letter Agreement")) has occurred prior to August 6, 2020, contingent on Mr. Plant's continued employment as Chief Executive Officer or as Advisor to Arconic through August 6, 2020, and subject to partial or full accelerated vesting upon the occurrence of certain events. Vested restricted stock units will be settled in shares or cash, as applicable, within 30 days following the vesting date.

F4: These restricted stock units generally vest on the later of August 6, 2020 and the date Arconic's common stock achieves an Average Price (as defined in the Letter Agreement) of $32 per share, subject to achievement of such Average Price no later than August 6, 2021, contingent on Mr. Plant's continued employment as Chief Executive Officer or as Advisor to Arconic through August 6, 2020, and subject to partial or full accelerated vesting upon the occurrence of certain events. Vested restricted stock units will be settled in shares or cash, as applicable, within 30 days following the vesting date.

F5: These restricted stock units generally vest on the later of August 6, 2020 and the date Arconic's common stock achieves an Average Price (as defined in the Letter Agreement) of $34 per share, subject to achievement of such Average Price no later than August 6, 2021, contingent on Mr. Plant's continued employment as Chief Executive Officer or as Advisor to Arconic through August 6, 2020, and subject to partial or full accelerated vesting upon the occurrence of certain events. Vested restricted stock units will be settled in shares or cash, as applicable, within 30 days following the vesting date.

F6: These restricted stock units generally vest on the later of August 6, 2020 and the date Arconic's common stock achieves an Average Price (as defined in the Letter Agreement) of $36 per share, subject to achievement of such Average Price no later than August 6, 2021, contingent on Mr. Plant's continued employment as Chief Executive Officer or as Advisor to Arconic through August 6, 2020, and subject to partial or full accelerated vesting upon the occurrence of certain events. Vested restricted stock units will be settled in shares or cash, as applicable, within 30 days following the vesting date.