Statement of Changes in Beneficial Ownership (4)
May 26 2020 - 3:41PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
COZZA KEITH |
2. Issuer Name and Ticker or Trading Symbol
Xerox Holdings Corp
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XRX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Chairman |
(Last)
(First)
(Middle)
C/O ICAHN ENTERPRISES, L.P., 767 FIFTH AVENUE, SUITE 4700 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/21/2020 |
(Street)
NEW YORK, NY 10153
(City)
(State)
(Zip)
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4. 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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Deferred Stock Units (1) | 5/21/2020 | | A | | 11809 (2) | A | $0 | 19079 | D | |
Restricted Stock Units | 5/21/2020 | | M | | 6116 (3) | D | $0 | 0 (4) | D | |
Common Stock | 5/21/2020 | | M | | 6116 (3) | A | $0 | 56116 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Each DSU represent the right to receive one share of common stock upon the reporting person's termination of service as a director. |
(2) | 11,538 of these DSUs vest one year following the date of award. The remainder of these DSUs are vested and include 52 DSUs paid on July 31, 2019, 61 DSUs paid on October 31, 2019, 51 DSUs paid on January 31, 2020 and 107 DSUs paid on April 30, 2020 from reinvestment of dividend equivalents paid on DSUs held as of June 28, 2019. |
(3) | Restricted Stock Units vested and converted to shares of Common Stock. |
(4) | Reflects adjustment of balance due to Restricted Stock Units converting to Common Stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
COZZA KEITH C/O ICAHN ENTERPRISES, L.P. 767 FIFTH AVENUE, SUITE 4700 NEW YORK, NY 10153 | X |
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| Chairman |
Signatures
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/s/ Douglas H. Marshall, Attorney-in-Fact | | 5/26/2020 |
**Signature of Reporting Person | Date |
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