Howmet Aerospace Inc. — Director's Dealing 2020

Aug 11, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Howmet Aerospace Inc. (HWM)
CIK: 0000004281
Period of Report: 2020-08-06

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-06	Common Stock	M	608332	$17.28	Acquired	1028600	Direct
2020-08-06	Common Stock	F	256260	$17.28	Disposed	772340	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-06	Restricted Stock Unit	$	M	486666	Disposed		Common Stock (486666)	Direct
2020-08-06	Restricted Stock Unit	$	M	60833	Disposed		Common Stock (60833)	Direct
2020-08-06	Restricted Stock Unit	$	M	60833	Disposed		Common Stock (60833)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	500463	Indirect

Footnotes

F1: Each restricted stock unit converted into common stock on a one-for-one basis.

F2: Represents payment of tax liability by delivering or withholding shares incident to the vesting of a stock award issued in accordance with Rule 16b-3.

F3: Shares held in grantor retained annuity trusts (GRATS), each of which the reporting person is the trustee and beneficiary.

F4: These restricted stock units vested on August 6, 2020, upon satisfaction of the condition of the continued employment of Mr. Plant as Chief Executive Officer of Howmet Aerospace Inc. (Howmet) through such date.

F5: These restricted stock units vested on August 6, 2020, upon satisfaction of the conditions that the Spinoff Date (as defined in the Letter Agreement, by and between Howmet and Mr. Plant, dated as of August 1, 2019 (the Letter Agreement) has occurred prior to August 6, 2020, and the continued employment of Mr. Plant as Chief Executive Officer of Howmet through such date.

F6: These restricted stock units vested on August 6, 2020, upon satisfaction of the conditions that Howmet's common stock achieve an Average Price (as defined in the Letter Agreement and, to take into account the separation of the Company, as set forth in the Employee Matters Agreement, dated as of March 31, 2020, by and between Howmet and Arconic Corporation ) of $32 per share, and the continued employment of Mr. Plant as Chief Executive Officer of Howmet through such date.