Filing Details

Accession Number:
0001209191-11-040174
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-07-19 19:18:24
Reporting Period:
2011-07-15
Filing Date:
2011-07-19
Accepted Time:
2011-07-19 19:18:24
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1443646 Booz Allen Hamilton Holding Corp BAH Services-Management Consulting Services (8742) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1517713 J Richard Wilhelm 8283 Greenboro Drive
Mclean VA 22102
Executive Vice President No Yes No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2011-07-15 9,776 $4.28 60,784 No 4 M Direct
Class A Common Stock Disposition 2011-07-15 9,776 $18.90 51,008 No 4 S Direct
Class A Common Stock Acquisiton 2011-07-15 2,100 $12.81 53,108 No 4 M Direct
Class A Common Stock Disposition 2011-07-15 2,100 $18.90 51,008 No 4 S Direct
Class A Common Stock Acquisiton 2011-07-15 34,964 $0.01 85,972 No 4 M Direct
Class A Common Stock Disposition 2011-07-15 34,964 $18.90 51,008 No 4 S Direct
Class A Common Stock Acquisiton 2011-07-18 3,205 $0.01 54,213 No 4 M Direct
Class A Common Stock Disposition 2011-07-18 3,205 $18.67 51,008 No 4 S Direct
Class A Common Stock Acquisiton 2011-07-18 5 $0.01 51,013 No 4 M Direct
Class A Common Stock Disposition 2011-07-18 5 $18.65 51,008 No 4 D Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 D Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Employee Stock Option (right to buy) Disposition 2011-07-15 1,146 $0.00 1,146 $4.28
Class A Common Stock Employee Stock Option (right to buy) Disposition 2011-07-15 8,630 $0.00 8,630 $4.28
Class A Common Stock Employee Stock Option (right to buy) Disposition 2011-07-15 2,100 $0.00 2,100 $12.81
Class A Common Stock Employee Stock Option (right to buy) Disposition 2011-07-15 34,964 $0.00 34,964 $0.01
Class A Common Stock Employee Stock Option (right to buy) Disposition 2011-07-18 3,210 $0.00 3,210 $0.01
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
62,984 2018-11-19 No 4 M Direct
25,910 2018-11-19 No 4 M Direct
8,400 2020-04-29 No 4 M Direct
3,210 2011-09-15 No 4 M Direct
0 2011-09-15 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 82,700 Indirect By Trust
Footnotes
  1. Shares held by the Richard J. Wilhelm Trust.
  2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 15, 2011.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.75 to $19.50, inclusive. The reporting person undertakes to provide to Booz Allen Hamilton Holding Corporation, any of its security holders, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.61 to $18.72, inclusive. The reporting person undertakes to provide to Booz Allen Hamilton Holding Corporation, any of its security holders, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  5. The options exercised in the reported transaction, along with 30,914 of the options following this transaction, are fully vested and exercisable. The remaining options vest and become exercisable ratably on June 30, 2012 and 2013, subject to the achievement of EBITDA performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. At the time of a change in control event, any unvested options will vest immediately prior to the effective date of the event if certain conditions are met.
  6. The options exercised in the reported transaction, along with 8,630 of the options following this transaction, are fully vested and exercisable. The remaining options vest and become exercisable ratably on June 30, 2012, 2013, 2014, and 2015, subject to the achievement of cumulative cash flow performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. At the time of a change in control event, any unvested options will vest immediately prior to the effective date of the event if certain conditions are met.
  7. The options exercised in the reported transaction vested on June 30, 2011. The remaining options vest and become exercisable ratably on June 30, 2012, 2013, 2014, and 2015, subject to the achievement of cumulative cash flow performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. At the time of a change in control event, any unvested options will vest immediately prior to the effective date of the event if certain conditions are met.
  8. The options reported in this transaction vested on June 30, 2011. All vested options must be exercised within 77 days following the exercise date unless the reporting person receives written consent from the issuer, in which case, such options may be exercised through the end of the year in which they become exercisable. Upon exercise of an option, the reporting person must sell to the issuer, and it must repurchase at par value, one share of Class E special voting common stock for each option exercised.