FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
INTERPUBLIC GROUP OF COMPANIES, INC. [ IPG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/27/2014 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 10/27/2014 | M | 225,000(1) | A | $13.645 | 1,109,977(2) | D | |||
Common Stock | 10/27/2014 | S | 225,000(1) | D | $18.67(3) | 884,977(2) | D | |||
Common Stock | 10/28/2014 | M | 225,000(1) | A | $13.645 | 1,109,977(2) | D | |||
Common Stock | 10/28/2014 | S | 225,000(1) | D | $18.89(4) | 884,977(2) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Stock Option | $13.645 | 10/27/2014 | M | 225,000 | 02/14/2009 | 02/14/2015 | Common Stock | 225,000 | $13.645 | 0 | D | ||||
Stock Option | $13.645 | 10/28/2014 | M | 225,000 | 02/14/2009 | 02/14/2015 | Common Stock | 225,000 | $13.645 | 0 | D |
Explanation of Responses: |
1. Involves the exercise of 450,000 options which were set to expire on February 14, 2015 and subsequent sale of the underlying shares. The options were exercised in 2 increments consisting of 225,000 on 10/27/2014 and 225,000 on 10/28/2014. The reporting person will use the proceeds of such sale for tax planning purposes. |
2. Includes restricted shares which are subject to forfeiture under certiain circumstances. |
3. Reflects weighted-average price of multiple sales on October 27, 2014 ranging from $18.615 to $18.78. Mr. Roth undertakes to provide upon request by the Commission staff, the issuer,or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
4. Reflects weighted-average price of multiple sales on October 28, 2014 ranging from $18.705 to $18.95. Mr. Roth undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
/s/Robert J. Dobson POA for Michael I. Roth | 10/29/2014 | |
** 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 Number. |