Sec Form 4 Filing - Zolet David W @ COMPUTER SCIENCES CORP - 2015-11-30

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
Zolet David W
2. Issuer Name and Ticker or Trading Symbol
COMPUTER SCIENCES CORP [ CSC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Exec VP & GM Americas Region
(Last) (First) (Middle)
3170 FAIRVIEW PARK DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
11/30/2015
(Street)
FALLS CHURCH, VA22042
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 11/30/2015 M 26,030 A $ 0 53,570 ( 1 ) D
Common Stock 11/30/2015 M 6,849 A $ 0 ( 2 ) 60,419 D
Common Stock 11/30/2015 F 16,737 D $ 31.33 43,682 D
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 ( 3 ) 11/30/2015 M 4,568 ( 3 ) ( 3 ) Common Stock 4,568 $ 0 4,568 ( 3 ) D
Restricted Stock Units (Performance Vested) ( 3 ) 11/30/2015 M 4,568 ( 3 ) ( 3 ) Common Stock 4,568 $ 0 ( 3 ) 6,849 D
Restricted Stock Units (Performance Vested) ( 2 ) 11/30/2015 M 6,849 ( 2 ) ( 2 ) Common Stock 6,849 $ 0 ( 2 ) 0 D
Restricted Stock Units (Performance Vested) $ 0 ( 4 ) 11/30/2015 M 26,030 ( 4 ) ( 4 ) Common Stock 26,030 $ 0 ( 4 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zolet David W
3170 FAIRVIEW PARK DRIVE
FALLS CHURCH, VA22042
Exec VP & GM Americas Region
Signatures
Indira Lall - Attorney-In-Fact 12/02/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As previously announced on Form 10 filed by CSRA Inc. (formerly known as Computer Sciences Government Services Inc.) on July 10, 2015 with the Securities and Exchange Commission, as amended, stockholders who held Computer Sciences Corporation ("CSC") common stock at the close of business on November 18, 2015 (the "Record Date"), received a distribution of one CSRA Inc. common share for every one share of CSC common stock held as of the Record Date. For unvested CSC service-vesting RSUs held by the reporting person as of the Record Date, upon the vesting of those RSUs the reporting person will receive CSC common shares and an equal number of CSRA Inc. common shares. For previously vested CSC service-vesting RSUs held by the reporting person as of the Record Date, the reporting person will receive an equal number of CSRA Inc. common shares.
( 2 )70% of the target number of annual performance-vesting Restricted Stock Units ("PSUs") awarded in Fiscal 2015 vested early on November 30, 2015 due to the separation of Computer Sciences Corporation and CSRA Inc. As previously reported, one quarter of the target number of PSUs awarded in Fiscal 2015 vested on June 8, 2015 based on earnings per share that exceeded the threshold performance level established under the terms of the award.
( 3 )4,568 of PSUs awarded in Fiscal 2015 converted to Restricted Stock Units ("RSUs") on November 30, 2015 due to the separation of Computer Sciences Corporation and CSRA Inc. The RSUs will vest in two equal annual installments beginning May 16, 2016.
( 4 )200% of the target number of PSUs awarded in Fiscal 2014 vested early on November 30, 2015 due to the separation of Computer Sciences Corporation and CSRA Inc. As previously reported, one quarter of the target number of PSUs awarded in Fiscal 2014 vested on May 22, 2014 and on June 8, 2015 based on earnings per share that exceeded the threshold performance level established under the terms of the award.

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