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WAB Wabtec Corp

162.21
0.33 (0.20%)
04 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Wabtec Corp NYSE:WAB NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.33 0.20% 162.21 162.27 159.73 161.91 819,696 01:00:00

Statement of Changes in Beneficial Ownership (4)

12/08/2019 10:30pm

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 *

GENERAL ELECTRIC CO
2. Issuer Name and Ticker or Trading Symbol

WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORP [ WAB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

41 FARNSWORTH STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

8/9/2019
(Street)

BOSTON, MA 02210
(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
Common Stock   (1) (2) 8/9/2019     S    16969692   D $70.325   2048515   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 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
Series A Non-voting Convertible Preferred Stock     (3) 8/9/2019     S         1219.9922      (1)   (1) Common Stock   3515464   $202644.7506   0   D    

Explanation of Responses:
(1)  Prior to the sales reported on this Form 4, the shares of issuer common stock and non-voting convertible preferred stock had been subject to the terms of a Shareholders Agreement entered into between the reporting person and the issuer on February 25, 2019, which, among other things, (i) restricted the reporting person from selling or otherwise disposing of any shares of issuer common and non-voting convertible preferred stock during specified time periods and (ii) required the reporting person to sell, transfer or otherwise divest all shares of issuer common stock and non-voting convertible preferred stock by no later than February 25, 2022.
(2)  In connection with the sales reported on this Form 4, (x) the reporting person granted to certain underwriters a 30-day option period to purchase from the reporting person up to an additional 2,048,515 shares of issuer common stock, (y) the issuer agreed to waive any restrictions under the Shareholders Agreement on the reporting person's ability to sell, transfer or otherwise divest its remaining 2,048,515 shares of issuer common stock, and (z) the reporting person has agreed to sell, transfer or otherwise divest such shares of issuer common stock by December 31, 2019, to the extent such underwriters do not exercise their option to purchase such shares in full.
(3)  The non-voting convertible preferred stock automatically converts (and is not otherwise convertible other than) upon a transfer by the reporting person to a third party. The conversion rate is equal to 2,881.5464 shares of issuer common stock for each share of issuer convertible preferred stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
GENERAL ELECTRIC CO
41 FARNSWORTH STREET
BOSTON, MA 02210

X


Signatures
/s/ Christoph A. Pereira, Vice President, Chief Risk Officer and Chief Corporate Counsel on behalf of General Electric Company 8/12/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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