SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
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1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
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3. Date of Earliest Transaction (Month/Day/Year) |
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4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Rule 10b5-1(c) Transaction Indication
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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) |
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Code |
V |
Amount |
(A) or (D) |
Price |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
376 |
|
(3) |
(3) |
Common Stock |
376 |
$123.54 |
1,073 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
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/s/ Brandon Smith, attorney in fact for Jessica Uhl |
01/03/2024 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
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* 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
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4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
389 |
|
(3) |
(3) |
Common Stock |
389 |
$123.54 |
13,585 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Paula Rosput Reynolds |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
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3. Date of Earliest Transaction (Month/Day/Year) |
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4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
346 |
|
(3) |
(3) |
Common Stock |
346 |
$123.54 |
1,139 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Darren W. McDew |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
389 |
|
(3) |
(3) |
Common Stock |
389 |
$123.54 |
11,401 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Catherine A. Lesjak |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
407 |
|
(3) |
(3) |
Common Stock |
407 |
$123.54 |
15,065 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Thomas W. Horton |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
376 |
|
(3) |
(3) |
Common Stock |
376 |
$123.54 |
3,721 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Isabella D. Goren |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
113 |
|
(3) |
(3) |
Common Stock |
113 |
$123.54 |
113 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Thomas Enders |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
113 |
|
(3) |
(3) |
Common Stock |
113 |
$123.54 |
113 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Margaret Billson |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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, par value $0.01 per share |
|
|
|
|
|
|
|
4,016,414 |
I |
Please see explanation below(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(2) |
(3) |
12/29/2023 |
|
A |
|
364 |
|
(4) |
(4) |
Common Stock |
364 |
$123.54 |
13,799 |
D |
|
1. Name and Address of Reporting Person*
(Street)
|
||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
Explanation of Responses: |
1. Trian Fund Management, L.P. ("Trian Management") serves as the management company for Trian SPV (Sub) X, L.P. ("Trian SPV X") and as such determines the investment and voting decisions of Trian SPV X with respect to the shares of the Issuer held by Trian SPV X. Mr. Garden is a Senior Advisor to Trian Management, and a limited partner of an affiliate of Trian SPV X, and as such has an indirect interest in the shares of the Issuer held by Trian SPV X. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Garden is a director of the Issuer. |
2. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
3. Each unit of phantom stock is the economic equivalent of one share of the Issuer's common stock. |
4. Payable beginning one year after termination of service as a director. |
Remarks: |
Effective as of January 1, 2024, Ed Garden has concluded his services as a Senior Advisor to Trian Management, and Trian Management is no longer a Reporting Person for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. |
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/s/ Daniel R. Marx, Attorney-In-Fact for Edward P. Garden |
01/03/2024 |
|
/s/ Peter W. May, member of the general partner of Trian Fund Management, L.P. |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
627 |
|
(3) |
(3) |
Common Stock |
627 |
$123.54 |
25,254 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Sebastien Bazin |
01/03/2024 |
|
** 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). |
||
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. |
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
|
|||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol |
5. Relationship of Reporting Person(s) to Issuer
|
||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) |
||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
Rule 10b5-1(c) Transaction Indication
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
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 |
||||||
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|||||||||||||||
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 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: 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 |
||||||||
Deferred Fee Phantom Stock Units(1) |
(2) |
12/29/2023 |
|
A |
|
607 |
|
(3) |
(3) |
Common Stock |
607 |
$123.54 |
5,953 |
D |
|
Explanation of Responses: |
1. Acquired at a price of $123.54 per unit pursuant to the terms of the 2022 Long-Term Incentive Plan. |
2. Each unit of phantom stock is the economic equivalent of one share of the issuer's common stock. |
3. Payable beginning one year after termination of service as a director. |
Remarks: |
|
|
/s/ Brandon Smith, attorney in fact for Stephen F. Angel |
01/03/2024 |
|
** 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). |
||
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. |