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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Share Equivalents | (2) | (3) | (3) | Common Stock | 95.9446 | 95.9446 (4) | I | Nonqual. Savings Plan | |||||||
Performance Shares | (5) | 12/03/2018 | M | 1,520 | 12/03/2018 | 12/03/2018 | Common Stock | 1,520 | $ 0 | 0 | D | ||||
Employee stock option (right to buy) | $ 171.46 | 12/04/2018 | A | 2,300 | 12/04/2019(7) | 12/04/2028 | Common Stock | 2,300 | $ 0 | 2,300 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MILLER JOHN M 1201 SOUTH SECOND STREET MILWAUKEE, WI 53204 |
VP and Chief IP Counsel |
Karen A. Balistreri, Attorney-in-Fact for John M. Miller | 12/06/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Includes shares represented by Company stock fund units acquired under the Company Savings Plan since the date last reported for this person based on information furnished by the Plan Administrator as of 11/30/2018. The number of stock fund units represented by the balance of the participant's Company stock fund account may not exactly equal the number of stock fund units represented by a prior balance due to variance in the proportion of uninvested cash held in the reference fund used to determine unit values of the Company stock fund under the Plan. |
(2) | Each unit is the economic equivalent of one share of Company common stock. |
(3) | The share equivalents are payable in cash upon retirement or after termination of employment. |
(4) | Includes share equivalents represented by Company stock fund units acquired under the Company Nonqualified Savings Plan since the date last reported for this person based on information furnished by the Plan Administrator as of 11/30/2018. The number of stock fund units represented by the balance of the participant's Company stock fund account may not exactly equal the number of stock fund units represented by a prior balance due to variance in the proportion of uninvested cash held in the reference fund used to determine unit values of the Company stock fund under the Plan. |
(5) | Each performance share represents a contingent right to receive one share of Company common stock (or the cash equivalent). |
(6) | Restricted stock award under the Company's 2012 Long-Term Incentives Plan. |
(7) | The option vests in three substantially equal annual installments beginning on the date exercisable. |
(8) | Sale of shares pursuant to Rule 10b5-1 trading plan dated 8/29/2018 to cover taxes due on restricted stock and performance shares that vested on 12/03/2018. |
(9) | Price reported in column 4 is a weighted average price. Shares sold at prices ranging from $175.85 to $176.47. The reporting person undertakes to provide to the Company, any shareowners of the Company and the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price. |
(10) | Includes 1,380 shares held by the Company to implement restrictions on transfer unless and until certain conditions are met. |