Sec Form 4 Filing - WOODS M TROY @ TOTAL SYSTEM SERVICES INC - 2019-09-05

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
WOODS M TROY
2. Issuer Name and Ticker or Trading Symbol
TOTAL SYSTEM SERVICES INC [ TSS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last) (First) (Middle)
P. O. BOX 2506
3. Date of Earliest Transaction (MM/DD/YY)
09/05/2019
(Street)
COLUMBUS, GA31902-2506
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 09/05/2019 M 141,236 A $ 38.2 457,485 ( 1 ) D
Common Stock 09/05/2019 S 70,618 ( 2 ) D $ 141.353 ( 2 ) 386,867 D
Common Stock 09/05/2019 S 70,618 ( 3 ) D $ 140.863 ( 3 ) 316,249 D
Common Stock 39,623 I Family Trust
Common Stock 2,180 ( 4 ) I Spouse
Common Stock 12,820 I Trust
Common Stock 60,503 ( 1 ) I Grantor retained annuity trust 4 2018
Common Stock 100,000 I Grantor retained annuity trust 12 2018
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
Employee stock options (right to buy) $ 38.2 09/05/2019 A 141,236 02/27/2016( 5 ) 02/26/2025 Common Stock 141,236 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WOODS M TROY
P. O. BOX 2506
COLUMBUS, GA31902-2506
X Chairman and CEO
Signatures
Garilou Page, Attorney-in-Fact 09/06/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Since the reporting person's most recent Form 4 report, the form of ownershp of 39,497 shares changed when they were transferred for no consideration from the reporting person's grantor retained annuity trust to the reporting person. These shares are included in the total number of shares reported in this Form 4 as directly owned. The total number of directly owned shares also includes shares that have been acquired through dividend reinvestment since the reporting person's last Form 4.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $141.16 to $141.92, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 2 and 3 to this Form 4.
( 3 )The price reported in Column is a weighted average price. These shares were sold in multiple transactions at prices ranging from $140.66 to $141.58, inclusive.
( 4 )The total number of shares held by the reporting person's spouse has been corrected. Previously, the reporting person's Form 4 reports have inadvertently overreported his spouse's share ownership by 99 shares.
( 5 )These employee stock options were originally granted on February 27, 2015. The option grant provided for vesting in three equal annual installments on February 27, 2016, February 27, 2017 and February 27, 2018.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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