Statement of Changes in Beneficial Ownership (4)
February 18 2014 - 5:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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
*
WRIGHT DOREEN A
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2. Issuer Name
and
Ticker or Trading Symbol
WHITEWAVE FOODS Co
[
WWAV
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O THE WHITEWAVE FOODS COMPANY, 1225 17TH STREET, SUITE 1000
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/14/2014
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(Street)
DENVER, CO 80202
(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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Class A common stock
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2/15/2014
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M
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2469
(1)
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A
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$0
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14424
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D
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Class A common stock
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2/15/2014
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M
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2445
(2)
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A
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$0
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16869
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D
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Class A common stock
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2/17/2014
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M
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1840
(3)
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A
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$0
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18709
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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. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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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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Restricted Stock Units
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$0
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2/14/2014
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A
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4459
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2/14/2015
(4)
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2/14/2017
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Class A common stock
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4459
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$0
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4459
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D
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Restricted Stock Units (WU00035)
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$0
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2/15/2014
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M
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2469
(1)
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2/15/2014
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2/15/2016
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Class A common stock
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2469
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$0
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4938
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D
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Restricted Stock Units (WU705749)
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$0
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2/15/2014
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M
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2445
(2)
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2/15/2014
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2/15/2016
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Class A common stock
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2445
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$0
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4888
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D
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Restricted Stock Units (WU705710)
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$0
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2/17/2014
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M
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1840
(3)
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2/17/2014
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2/17/2015
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Class A common stock
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1840
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$0
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1840
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D
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Explanation of Responses:
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(
1)
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The reporting person received 2,469 shares of Class A common stock upon the vesting of a restricted stock unit ("RSU").
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(
2)
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The reporting person received 2,445 shares of Class A common stock upon the vesting of an RSU.
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(
3)
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The reporting person received 1,840 shares of Class A common stock upon the vesting of an RSU.
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(
4)
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The RSU vests on a pro rata basis over a three-year period beginning on the first anniversary of the grant date, subject to the reporting person's continued service on the WhiteWave Board of Directors. The RSU will settle in shares of WhiteWave Class A common stock on a one-for-one basis.
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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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WRIGHT DOREEN A
C/O THE WHITEWAVE FOODS COMPANY
1225 17TH STREET, SUITE 1000
DENVER, CO 80202
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X
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Signatures
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Jackie Hill, by power of attorney
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2/18/2014
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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 4(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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