UNISYS CORP — Director's Dealing 2021

Feb 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNISYS CORP (UIS)
CIK: 0000746838
Period of Report: 2021-02-12

Reporting Person: Hutto Eric (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-12	Common Stock	M	10830	—	Acquired	131782	Direct
2021-02-12	Common Stock	F	2637	$26.3	Disposed	129145	Direct
2021-02-12	Common Stock	M	15009	—	Acquired	144154	Direct
2021-02-12	Common Stock	F	3766	$26.3	Disposed	140388	Direct
2021-02-12	Common Stock	M	8856	—	Acquired	149244	Direct
2021-02-12	Common Stock	F	2940	$26.3	Disposed	146304	Direct
2021-02-12	Common Stock	M	8531	—	Acquired	154835	Direct
2021-02-12	Common Stock	F	2077	$26.3	Disposed	152758	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-12	Restricted Stock Units	$	M	10830	Disposed		Common Stock (10830)	Direct
2021-02-12	Restricted Stock Units	$	M	10830	Disposed		Common Stock (15009)	Direct
2021-02-12	Restricted Stock Units	$	M	8856	Disposed		Common Stock (8856)	Direct
2021-02-12	Restricted Stock Units	$	M	8856	Disposed		Common Stock (8531)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Unisys Corporation common stock.

F2: Time-based restricted stock units ("TB-RSUs") granted on February 12, 2018 under the Unisys Corporation 2016 Long-Term Incentive and Equity Compensation Plan. The TB-RSUs vest in three equal installments on February 12, 2019, 2020 and 2021, respectively (or is such date does not fall on a trading day, the immediately preceding trading day).

F3: Each restricted stock unit represents a contingent right to receive 1.3858 shares of Unisys Corporation common stock

F4: Performance-based restricted stock units ("PB-RSUs") granted on February 12, 2018 under the Unisys Corporation 2016 Long-Term Incentive and Equity Compensation Plan. The PB-RSUs are eligible to be earned in equal annual amounts over a three year period based on Unisys Corporation's relative total shareholder return compared to the Russell 2000 Index from January 1, 2018 through December 31, 2018, 2019 and 2020, respectively, and then such PB-RSUs vest on the later of February 12, 2019, 2020 and 2021, respectively (or is such date does not fall on a trading day, the immediately preceding trading day), and the date on which the Board of Directors verifies the vesting of the applicable tranche of the PB-RSU grant to Unisys Corporation's Chief Executive Officer. This report only relates to the PB-RSUs the reporting person earned during the 2020 performance period. All shares resulting from such earned PB-RSUs vested on February 12, 2021.

F5: Each restricted stock unit represents a contingent right to receive one share of Unisys Corporation common stock.

F6: Time-based restricted stock units ("TB-RSUs") granted on February 15, 2019 under the Unisys Corporation 2016 Long-Term Incentive and Equity Compensation Plan. The TB-RSUs vest in three equal installments on February 15, 2020, 2021 and 2022, respectively (or if such date does not fall on a trading day, the immediately preceding trading day).

F7: Each restricted stock unit represents a contingent right to receive 0.9632 shares of Unisys Corporation common stock.

F8: Performance-based restricted stock units ("PB-RSUs") granted on February 15, 2019 under the Unisys Corporation 2016 Long-Term Incentive and Equity Compensation Plan. The PB-RSUs are eligible to be earned in equal annual amounts over a three year period based on Unisys Corporation's relative total shareholder return compared to the Russell 2000 Index from January 1, 2019 through December 31, 2019, 2020 and 2021, respectively, and then such PB-RSUs vest on the later of February 15, 2020, 2021 and 2022, respectively (or is such date does not fall on a trading day, the immediately preceding trading day), and the date on which the Board of Directors verifies the vesting of the applicable tranche of the PB-RSU grant to Unisys Corporation's Chief Executive Officer. This report only relates to the PB-RSUs the reporting person earned during the 2020 performance period. All shares resulting from such earned PB-RSUs vested on February 12, 2021.