11/12/2024 | Press release | Distributed by Public on 11/12/2024 18:03
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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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 | ||||||||
Stock Appreciation Rights | $78.05 | 11/07/2024 | M(1) | 55,581 | 05/08/2021(4) | 05/08/2029 | Common Stock | 55,581 | $ 0 | 0 | D | ||||
Stock Appreciation Rights | $84.39 | 02/18/2021(5) | 02/18/2030 | Common Stock | 47,511 | 47,511 | D | ||||||||
Stock Appreciation Rights | $133.77 | 02/23/2022(5) | 02/23/2031 | Common Stock | 33,374 | 33,374 | D | ||||||||
Stock Appreciation Rights | $151.27 | 02/23/2023(5) | 02/23/2032 | Common Stock | 32,723 | 32,723 | D | ||||||||
Stock Appreciation Rights | $154.2 | 02/23/2024(5) | 02/23/2033 | Common Stock | 30,327 | 30,327 | D | ||||||||
Stock Appreciation Rights | $168.47 | 02/23/2025(6) | 02/23/2034 | Common Stock | 28,560 | 28,560 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pinkham Louis V. 111 WEST MICHIGAN STREET MILWAUKEE, WI 53203 |
X | Chief Executive Officer |
/s/ Hugo Dubovoy Jr., as Power of Attorney | 11/12/2024 |
**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) | Exercise of Stock Appreciation Rights ("SARs") expiring on May 8, 2029. Of the 17,549 underlying shares that the reporting person received net of shares withheld to cover the SARs' exercise price and applicable taxes, 8,775 shares were retained and the remaining 8,774 shares were sold as indicated in this Form 4 for tax and estate planning purposes. |
(2) | Amount beneficially owned reflects deduction of 263.228 dividend equivalent shares ("DSUs") associated with unearned performance share units that were inadvertently credited to the reporting person in previous Form 4 reports. These DSUs will be credited to the reporting person's beneficial ownership total when, if and as earned. |
(3) | The price in Column 4 is a weighted average price. The prices actually received ranged from $180.00 to $180.55. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price. |
(4) | Granted as stock-settled SARs under the 2018 Equity Incentive Plan. The SARs vest and become exercisable 40% on the second anniversary, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary of the date of the grant. |
(5) | Granted as stock-settled SARs under the 2018 Equity Incentive Plan. The SARs vest and become exercisable 34% on the first anniversary, 67% on the second anniversary and 100% on the third anniversary of the date of the grant. |
(6) | Granted as stock-settled SARs under the 2023 Omnibus Incentive Plan. The SARs vest and become exercisable 34% on the first anniversary, 67% on the second anniversary and 100% on the third anniversary of the date of the grant. |