Sec Form 4 Filing - STEAD JERRE L @ IHS Inc. - 2016-07-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
STEAD JERRE L
2. Issuer Name and Ticker or Trading Symbol
IHS Inc. [ IHS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and Chairman of the Board
(Last) (First) (Middle)
C/O IHS INC., 15 INVERNESS WAY EAST
3. Date of Earliest Transaction (MM/DD/YY)
07/12/2016
(Street)
ENGLEWOOD, CO80112
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Shares 03/24/2016 G V 54,550 D $ 0 123,328 D
Class A Common Shares 05/16/2016 G V 4,000 D $ 0 119,328 D
Class A Common Shares 07/12/2016( 1 ) D 119,328 D 0 D
Class A Common Shares 07/12/2016( 1 ) D 258,889 D 0 I By JMJS Group - II LLP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
STEAD JERRE L
C/O IHS INC.
15 INVERNESS WAY EAST
ENGLEWOOD, CO80112
X CEO and Chairman of the Board
Signatures
/s/ Julio Martin, Attorney-in-Fact on Behalf of Reporting Person 07/12/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On July 12, 2016, IHS Inc. ("IHS"), Markit Ltd. ("Markit") and Marvel Merger Sub, Inc. completed the merger (the Merger) contemplated by the Agreement and Plan of Merger among such parties dated as of March 20, 2016 (the Merger Agreement).
( 2 )Disposed of pursuant to the Merger Agreement in which each share of IHS common stock issued and outstanding immediately prior to the consummation of the Merger was converted into 3.5566 shares of IHS Markit common shares with cash paid in lieu of fractional shares, and each unvested restricted stock unit ("RSU") outstanding immediately prior to the consummation of the Merger was assumed by IHS Markit and was converted into 3.5566 RSUs of IHS Markit (rounded up to the nearest whole share) with the same terms and conditions as were in effect immediately prior to the completion of the Merger.
( 3 )Disposed of pursuant to the Merger Agreement in which each share of indirectly held IHS common stock issued and outstanding immediately prior to the consummation of the Merger was converted into 3.5566 shares of indirectly held IHS Markit common shares with cash paid in lieu of fractional shares.

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