WABCO Europe BVBA
WABCO Holdings Inc. (Form: 4, Received: 10/25/2017 16:56:39)
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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ESCULIER JACQUES
2. Issuer Name and Ticker or Trading Symbol

WABCO Holdings Inc. [ WBC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman of the Board and CEO
(Last)          (First)          (Middle)

C/O WABCO HOLDINGS INC., 2770 RESEARCH DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

10/23/2017
(Street)

ROCHESTER HILLS, MI 48309
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/23/2017     M    34061   A $59.26   312079   D    
Common Stock   10/23/2017     S    44191   D $151.77   (1) 267888   D    
Common Stock   10/23/2017     S    30468   D $152.77   (2) 237420   D    
Common Stock   10/23/2017     S    19402   D $153.52   (3) 218018   D    
Common Stock   10/24/2017     M    5155   A $59.26   223173   D    
Common Stock   10/24/2017     M    43178   A $58.85   266351   D    
Common Stock   10/24/2017     S    61565   D $149.61   (4) 204786   D    
Common Stock   10/24/2017     S    15175   D $150.19   (5) 189611   D    
Common Stock   10/24/2017     S    1593   D $153.00   188018   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Stock Option (Right to Buy)   $59.26   10/23/2017     M         34061      (6) 2/23/2021   Common Stock   34061   $0   5155   D    
Stock Option (Right to Buy)   $59.26   10/24/2017     M         5155      (6) 2/23/2021   Common Stock   5155   $0   0   D    
Stock Option (Right to Buy)   $58.85   10/24/2017     M         43178      (7) 2/24/2022   Common Stock   43178   $0   0   D    

Explanation of Responses:
(1)  The transaction reported herein includes sales at a range of prices from $151.27 to $152.265. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price.
(2)  The transaction reported herein includes sales at a range of prices from $152.27 to $153.26. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price.
(3)  The transaction reported herein includes sales at a range of prices from $153.28 to $154.10. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price.
(4)  The transaction reported herein includes sales at a range of prices from $149.01 to $150.00. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price.
(5)  The transaction reported herein includes sales at a range of prices from $150.01 to $150.78. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price.
(6)  Stock options vested in three equal installments. The first installment vested on February 22, 2012, the second installment vested on February 22, 2013, and the third installment vested on February 22, 2014.
(7)  Stock options vested in three equal installments. The first installment vested on February 14, 2013, the second installment vested on February 14, 2014, and the third installment vested on February 14, 2015.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ESCULIER JACQUES
C/O WABCO HOLDINGS INC.
2770 RESEARCH DRIVE
ROCHESTER HILLS, MI 48309
X
Chairman of the Board and CEO

Signatures
/s/ Thomas P. Conaghan, Attorney-in-Fact 10/25/2017
** Signature of Reporting Person Date


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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