Sec Form 3 Filing - Wagner Douglas V @ Tower International, Inc. - 2019-06-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Wagner Douglas V
2. Issuer Name and Ticker or Trading Symbol
Tower International, Inc. [ TOWR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Sales Operations
(Last) (First) (Middle)
C/O TOWER INTERNATIONAL, INC., 17672 LAUREL PARK DR NORTH, SUITE 400E
3. Date of Earliest Transaction (MM/DD/YY)
06/17/2019
(Street)
LIVONIA, MI48152
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
Common Stock, Par Value $0.01 Per Share 680 D
Common Stock, Par Value $0.01 Per Share 1,000 I By Wagner Family Revocable Living Trust
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
Restricted Stock Units ( 2 ) ( 1 ) ( 1 ) Common Stock, Par Value $0.01 Per Share 147.82 D
Restricted Stock Units ( 2 ) ( 3 ) ( 3 ) Common Stock, Par Value $0.01 Per Share 519.69 D
Restricted Stock Units ( 2 ) ( 4 ) ( 4 ) Common Stock, Par Value $0.01 Per Share 1,589.81 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wagner Douglas V
C/O TOWER INTERNATIONAL, INC.
17672 LAUREL PARK DR NORTH, SUITE 400E
LIVONIA, MI48152
SVP, Sales Operations
Signatures
/s/ Lloyd Jeglikowski, Attorney-in-Fact 06/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These Restricted Stock Units ("RSUs"), including any accrued Dividend Equivalent Units ("DEUs"), will vest on March 6, 2020; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of Tower International, Inc. (the "Company"), as defined in the Company's 2010 Equity Incentive Plan (the "Plan"), or if the reporting person's employment terminates due to death or disability. There is no expiration date.
( 2 )Each RSU represents a contingent right to receive one share of the common stock, par value $0.01 per share (the "Common Stock"), of the Company.
( 3 )These RSUs, including any accrued DEUs, will vest ratably on March 6, 2020 and March 6, 2021; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan, or if the reporting person's employment terminates due to death or disability. There is no expiration date.
( 4 )These RSUs, including any accrued DEUs, will vest ratably on March 6, 2020, March 6, 2021, and March 6, 2022; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan, or if the reporting person's employment terminates due to death or disability. There is no expiration date.

Remarks:
Exhibit 24.1 - Power of Attorney

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