Statement of Changes in Beneficial Ownership (4)
20 Mai 2021 - 1:38AM
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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3235-0287
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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
*
D'Angelo James Patrick |
2. Issuer Name and Ticker or Trading Symbol
ATLANTIC POWER CORP
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AT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Administrative Officer |
(Last)
(First)
(Middle)
C/O 3 ALLIED DRIVE, SUITE 155 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/14/2021 |
(Street)
DEDHAM, MA 02026
(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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Common shares | 5/14/2021 | | J(1) | | 168058 | D | $3.03 | 0 | 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 |
Notional shares | (2) | 5/14/2021 | | D (3) | | | 90879 | (2) | (2) | Common shares | 90879 | $3.03 | 0 | D | |
Explanation of Responses: |
(1) | Pursuant to the terms of the Arrangement Agreement dated January 14, 2021 (the "Agreement") by and among Atlantic Power Corporation (the "Company"), Atlantic Power Preferred Equity Ltd. ("APPEL"), Atlantic Power Limited Partnership, Tidal Power Holdings Limited and Tidal Power Aggregator, LP (together with Tidal Power Holdings Limited, the "Purchasers"), the Purchasers purchased each share of Company common stock, no par value (each, a "Common Share") at a price per share of US$3.03, net to the seller in cash, without interest thereon and less any required withholding taxes. |
(2) | Represents previously reported awards of notional shares ("Notional Shares") granted under the Company's Long-Term Incentive Plans, which provide forsettlement of such Notional Shares upon vesting, which occurs ratably over a three year period or upon certain other events. Each Notional Share is equal to theeconomic equivalent of one Common Share. |
(3) | Pursuant to the terms of the Agreement, all outstanding awards of Notional Shares will vest in full and be cancelled and each person holding such Notional Shareswill be entitled to receive a cash payment from the Company equal to US$3.03 for each Common Share subject to his or her Notional Share awards, withoutinterest and less any applicable withholding taxes. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
D'Angelo James Patrick C/O 3 ALLIED DRIVE SUITE 155 DEDHAM, MA 02026 |
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| Chief Administrative Officer |
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Signatures
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/s/ John S. Miele, attorney-in-fact | | 5/19/2021 |
**Signature of Reporting Person | Date |
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