SEC Form 3 

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*
Duda Laura P

(Last) | (First) | (Middle)
200 INNOVATION WAY

(Street) 
AKRON | OH | 44316

(City) | (State) | (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2019

3. Issuer Name and Ticker or Trading Symbol 
GOODYEAR TIRE & RUBBER CO /OH/ [ GT ]

4. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
| Director | | 10% Owner
X | Officer (give title below) | | Other (specify below)
SR VP Global Communications

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5)
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | | |
2013 Plan Restricted Stock Units^(1) | ^(2) | ^(2) | Common Stock | 477 | ^(2) | D |
2013 Plan Restricted Stock Units^(1) | ^(3) | ^(3) | Common Stock | 400 | ^(3) | D |
2017 Plan Restricted Stock Units^(4) | ^(5) | ^(5) | Common Stock | 1,665 | ^(5) | D |
2017 Plan Restricted Stock Units^(4) | ^(6) | ^(6) | Common Stock | 3,628 | ^(6) | D |
Explanation of Responses:
1. Restricted Stock Units, each equivalent to a share of common stock, granted under the 2013 Performance Plan.
2. The Restricted Stock Units vest and convert into shares of common stock on February 22, 2019.
3. The Restricted Stock Units vest and convert into shares of common stock on February 27, 2020.
4. Restricted Stock Units, each equivalent to a share of common stock, granted under the 2017 Performance Plan.
5. The Restricted Stock Units vest and convert into shares of common stock on February 26, 2021.
6. The Restricted Stock Units vest and convert into shares of common stock on March 19, 2021.
Remarks:
| /s/ Daniel T Young, signing as an attorney-in-fact and agent duly authorized to execute this Form 3 on behalf of Laura P Duda pursuant to a Power of Attorney dated 12/14/18, a copy of which is filed herewith. | 01/11/2019
| ** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                             POWER OF ATTORNEY

        KNOW BY ALL THESE PRESENTS, that the undersigned, Laura P. Duda, hereby
constitutes and appoints David L Bialosky, Daniel T Young and David E Phillips,
and each of them, her true and lawful attorneys-in-fact to:  (1) execute for and
on behalf of the undersigned Securities and Exchange Commission Forms 3, 4 and 5
for filing from time to time with the Securities and Exchange Commission
pursuant to and in accordance with Section 16(a) of the Securities Exchange Act
of 1934, as amended (the "Act"), and the rules and regulations promulgated from
time to time thereunder; (2) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete the timely
filing of any and all Forms 3, 4 and 5 which are required to be filed, or which
would be appropriately filed, by the undersigned with the United States
Securities and Exchange Commission, The Nasdaq Stock Market LLC and any other
authority in order to comply with Section 16 of the Act; and (3) take any other
action of any nature whatsoever in connection with the foregoing which, in the
opinion of such attorneys-in-fact and agents, or any of them, may be of benefit
to, in the best interest of, or legally required by, the undersigned; it being
understood that each document executed by any such attorney-in-fact and agent on
behalf of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact and
agent may, in the exercise of his or her sole discretion, approve.

        The undersigned hereby grants to each such attorney-in-fact and agent full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done, in the exercise of any of the rights
and powers herein granted; and the undersigned hereby ratifies and confirms all
that such attorneys-in-fact and agents, or any of them, shall lawfully do or
cause to be done by virtue hereof.  The undersigned acknowledges that the
foregoing attorneys-in-fact and agents, in serving in such capacity at the
request of the undersigned, are not assuming any of the undersigned's
responsibilities to comply with, or any other liability under, Section 16 of the
Act.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed on this 14th day of December, 2018.

                                       /s/ Laura P. Duda
                                     _____________________
                                         Laura P. Duda