Initial Statement of Beneficial Ownership (3)
April 03 2014 - 3:13PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Ziparo Peter M
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2. Date of Event Requiring Statement (MM/DD/YYYY)
4/1/2014
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3. Issuer Name
and
Ticker or Trading Symbol
VISTEON CORP [VC]
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(Last)
(First)
(Middle)
VISTEON CORPORATION, ONE VILLAGE CENTER DRIVE
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
V.P. & General Counsel /
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(Street)
VAN BUREN TOWNSHIP, MI 48111
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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2154
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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(1)
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3/7/2021
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Common Stock
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6215
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$74.08
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D
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Employee Stock Option (right to buy)
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(1)
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2/27/2022
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Common Stock
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1517
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$53.57
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D
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Employee Stock Option (right to buy)
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(1)
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3/26/2021
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Commom Stock
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3014
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$84.67
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D
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Performance Rights
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(2)
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12/31/2014
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Common Stock
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2348
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(2)
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D
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Performance Rights
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(3)
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12/31/2015
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Common Stock
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5845
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(3)
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D
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Performance Rights
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(2)
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12/31/2016
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Commonn Stock
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2086
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(2)
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D
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Resrticted Stock Units
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(4)
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10/29/2015
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Common Stock
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944
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(4)
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D
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Restricted Stock Units
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(4)
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3/27/2016
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Common Stock
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1089
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(4)
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D
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Explanation of Responses:
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(
1)
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The option is exercisable to the extent of one-third of the shares optioned after one year from the date of grant, two-thirds in two years and in full after three years.
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(
2)
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Each performance right represents a contingent right to receive one share of Visteon common stock. The performance rights vest based on relative total shareholder return over a three year performance period and are payable in stock or cash at the election of the Company, subject to tax withholding.
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(
3)
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Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on achievement of a total shareholder return goal during a three year performance period, and is payable in stock or cash at the election of the Company, subject to tax withholding.
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(
4)
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Restricted Stock Units vest to the extent of 33% of the units granted each year following the first anniversary of the dtate of grant until the third anniversary of the datet of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in stock (or cash at the eletion of the Company) upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Ziparo Peter M
VISTEON CORPORATION
ONE VILLAGE CENTER DRIVE
VAN BUREN TOWNSHIP, MI 48111
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V.P. & General Counsel
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Signatures
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Heidi A. Sepanik, Secretary, Visteon Corporation on behalf of Peter M. Ziparo
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4/3/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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