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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 | ||||||||
Employee Stock Options (9) | $ 22.48 | 07/01/2021 | 07/01/2028 | Common Stock | 14,179 | 14,179 | D | ||||||||
Employee Stock Options (10) | $ 47.51 | 07/01/2020 | 07/01/2027 | Common Stock | 11,845 | 11,845 | D | ||||||||
Employee Stock Options (11) | $ 48.47 | 07/01/2019 | 07/01/2026 | Common Stock | 10,379 | 10,379 | D | ||||||||
Employee Stock Options (12) | $ 56.66 | (13) | 07/01/2025 | Common Stock | 25,000 | 25,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KORSH LES B 1031 MENDOTA HEIGHTS ROAD ST. PAUL, MN 55120 |
VP, General Counsel |
Les B. Korsh | 01/04/2019 | |
**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) | Shares acquired by Reporting Person pursuant to the Patterson Companies, Inc. Capital Accumulation Plan. |
(2) | Includes 1,395 shares of restricted stock awarded in the years 2014 through 2015 to Reporting Person, which vest, contingent upon continued employment as follows: 887 shares vest on 7/1/2019 and 508 shares vest on 7/1/2020. |
(3) | Includes 2,921 shares acquired pursuant to Reporting Person's participation in the Patterson Companies, Inc. Capital Accumulation Plan in the years 2016 and 2017 and remain subject to the terms of such plan. |
(4) | Includes 7,568 Restricted Stock Units ("RSUs") awarded on 7/1/2016, 7/1/2017 and 7/1/2018 to Reporting Person pursuant to the Plan. The RSUs vest contingent upon continued employment as follows: 1,743 units in aggregate vest on 7/1/2019, 1,743 units in aggregate vest on 7/1/2020, 1,743 units in aggregate vest on 7/1/2021, 1,393 units in aggregate vest on 7/1/2022 and 946 units vest on 7/1/2023. |
(5) | Includes 67,506 RSUs awarded to Reporting Person pursuant to a Restrictive Covenants, Severance and Change in Control Agreement between Patterson Companies, Inc. and the Reporting Person. Each RSU represents a right to receive one share of common stock upon vesting. The RSUs are issued under the Patterson Companies, Inc. 2015 Omnibus Incentive Plan ("Plan") and will vest, contingent upon continued employment, 25% on 6/11/2019, 25% on 6/11/2020 and 50% on 6/11/2021. |
(6) | Shares withheld for taxes incurred upon the lapse of restrictions on restricted stock issued pursuant to the Patterson Companies, Inc. Capital Accumulation Plan. |
(7) | Includes 5,647 shares acquired pursuant to Reporting Person's participation in the Patterson Companies, Inc. Capital Accumulation Plan in the years 2017 and 2018 and remain subject to the terms of such plan. |
(8) | Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan (ESOP) account through December 31, 2018. |
(9) | Stock options granted pursuant to the Plan on 7/1/2018. |
(10) | Stock options granted pursuant to the Plan on 7/1/2017. |
(11) | Stock options granted pursuant to the Plan on 7/1/2016. |
(12) | Stock options granted pursuant to the Patterson Companies, Inc. Amended and Restated Equity Incentive Plan on 7/1/2015. |
(13) | Options are exercisable as follows: 25% on 7/1/2018, 25% on 7/1/2019 and 50% on 7/1/2020. |