Sec Form 4 Filing - Potter Beth @ NCR CORP - 2021-12-31

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
Potter Beth
2. Issuer Name and Ticker or Trading Symbol
NCR CORP [ NCR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CAO
(Last) (First) (Middle)
864 SPRING STREET NW
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2021
(Street)
ATLANTA, GA30308
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 12/31/2021 F 718( 1 ) D $ 40.2 10,655 D
Common Stock 12/31/2021 M 3,682( 2 ) A $ 0 14,337 D
Common Stock 12/31/2021 F 1,109( 3 ) D $ 40.2 13,618( 4 ) 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 $ 0( 2 ) 12/31/2021 M 3,682( 2 ) ( 2 ) ( 2 ) Common Stock 3,682 $ 0 3,682 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Potter Beth
864 SPRING STREET NW
ATLANTA, GA30308
CAO
Signatures
Laura J. Foltz, Attorney-in-Fact for Beth Potter 01/04/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were withheld to cover tax withholding obligations resulting from the December 31, 2021 vesting of 2,383 previously reported restricted stock units awarded under the long-term NCR Strategic Transformation Fitness Plan pursuant to the Second Amended and Restated NCR Management Incentive Plan.
( 2 )Performance share restricted stock units (RSUs) as to which the performance-related conditions to vesting were satisfied on December 31, 2021. These RSUs vest ratably, with 50% having vested on December 31, 2021 as shown on Table I, and the remaining 50% shown on Table II scheduled to vest on December 31, 2022 subject to certain conditions.
( 3 )These shares were withheld to cover tax withholding obligations when 3,682 performance share RSUs vested on December 31, 2021 as reported herein.
( 4 )Includes 390.804 shares acquired under the NCR Employee Stock Purchase Plan from June 2021 to September 2021. These shares were rounded to 390 for disclosure in this table.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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