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DLPH Delphi Technologies PLC

17.02
0.00 (0.00%)
Pre Market
Last Updated: 00:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type
Delphi Technologies PLC NYSE:DLPH NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 17.02 0 00:00:00

Statement of Changes in Beneficial Ownership (4)

06/10/2020 11:08am

Edgar (US Regulatory)


FORM 4 [X] 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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Neumann Michael
2. Issuer Name and Ticker or Trading Symbol

Delphi Technologies PLC [ DLPH ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Senior Vice President
(Last)          (First)          (Middle)

C/O DELPHI TECHNOLOGIES PLC, 1 ANGEL COURT, 10TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

10/1/2020
(Street)

LONDON, X0 EC2R 7HJ
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares 10/1/2020  D  5301 D$0.00 (1)0 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units  (2)10/1/2020  D     14220   (2) (2)Ordinary Shares 14220 $16.60 (2)0 D  
Restricted Share Units  (3)10/1/2020  D     37120   (3) (3)Ordinary Shares 37120 $16.60 (3)0 D  

Explanation of Responses:
(1) Reflects the disposition of ordinary shares of the Issuer as contemplated by the Transaction Agreement, dated as of January 28, 2020, as amended (the "Transaction Agreement") between the Issuer and BorgWarner Inc. ("BorgWarner"), pursuant to which BorgWarner acquired the Issuer pursuant to a scheme of arrangement (the "Scheme") under Part 18A of the Companies (Jersey) Law 1991, as amended (the "Transaction"). In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each ordinary share was exchanged for 0.4307 of a newly issued share of BorgWarner common stock, par value $0.01 per share, and cash in lieu of any fractional share of BorgWarner common stock.
(2) Reflects the disposition of restricted share unit awards of the Issuer as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each restricted share unit award was cancelled and converted into the right to receive an amount of cash determined in accordance with the formula set forth in the Transaction Agreement.
(3) Reflects the disposition of performance-based restricted share units awards as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each performance-based restricted share unit award was cancelled and converted into the right to receive an amount of cash determined in accordance with the formula set forth in the Transaction Agreement (which were calculated based on the target number of ordinary shares of Issuer subject to such performance-based restricted share unit award).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Neumann Michael
C/O DELPHI TECHNOLOGIES PLC
1 ANGEL COURT, 10TH FLOOR
LONDON, X0 EC2R 7HJ


Senior Vice President

Signatures
/s/ Robert Boyle, Attorney-in-fact for Michael Neumann10/5/2020
**Signature of Reporting PersonDate

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