RYDER SYSTEM INC — Director's Dealing 2016

Nov 16, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RYDER SYSTEM INC (R)
CIK: 0000085961
Period of Report: 2016-11-14

Reporting Person: GARCIA ART A (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-14	Commom Stock	J	8964	—	Disposed	9990	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-14	Stock Option (right to buy)	$53.63	J	3413	Disposed	2019-02-10	common stock (3413.0)	Direct
2016-11-14	Stock Option (right to buy)	$58.21	J	9290	Disposed	2023-02-07	common stock (9290.0)	Direct
2016-11-14	Stock Option (right to buy)	$71.43	J	9788	Disposed	2024-02-06	common stock (9788.0)	Direct
2016-11-14	Stock Option (right to buy)	$93.51	J	5891	Disposed	2025-02-11	common stock (5891.0)	Direct
2016-11-14	Performance-Based Restricted Stock Rights	$0.0	J	1449	Disposed		common stock (1449.0)	Direct
2016-11-14	Performance-Based Restricted Stock Rights	$0.0	J	612	Disposed		common stock (612.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Commom Stock	2570	Indirect
Commom Stock	5430	Indirect

Footnotes

F1: The reporting person transferred these shares to his former spouse pursuant to a property settlement agreement.

F2: The reporting person transferred the economic interest in these stock options to his former spouse, pursuant to a property settlement agreement, whom has sole discretion with respect to the exercise of the options and sale of the underlying common stock. Accordingly, the reporting person will no longer report beneficial ownership or dispositions of these securities (including acquisitions or dispositions of the underlying common stock).

F3: The stock options vested in three equal installments on February 10, 2013, February 10, 2014 and February 10, 2015.

F4: The stock options vested in three equal installments on February 8, 2014, February 8, 2015 and February 8, 2016.

F5: The stock options vest in three equal installments on February 7, 2015, February 7, 2016 and February 7, 2017.

F6: The stock options vest in three equal installments on February 12, 2016, February 12, 2017 and February 12, 2018.

F7: The reporting person transferred the economic interest in these performance-based restricted stock rights (PBRSRs) to his former spouse, pursuant to a property settlement agreement, whom will receive the common stock resulting from settlement of any such PBRSRs that are earned. Accordingly, the reporting person will no longer report beneficial ownership or dispositions of these securities (including acquisitions or dispositions of the common stock covered by these PBRSRs).

F8: The performance cycle for one half of the PBRSRs is segmented into three equal performance periods of one, two and three years. The performance period for the other half is segmented into three equal one-year performance periods. The PBRSRs earned for each performance period will vest at the end of the three-year cycle ending on December 31, 2016. PBRSRs that do not vest will be cancelled.

F9: The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to 25% to 125% of the number of PBRSRs based on the Company achieving certain threshold, target or maximum performance goals.

F10: The performance cycle for one half of the PBRSRs is segmented into three equal performance periods of one, two and three years. The performance period for the other half is segmented into three equal one-year performance periods. The PBRSRs earned for each performance period will vest at the end of the three-year cycle ending on December 31, 2017. PBRSRs that do not vest will be cancelled.