Statement of Changes in Beneficial Ownership (4)
March 05 2018 - 2:56PM
Edgar (US Regulatory)
FORM 4
[ ]
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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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Hansen Robert Alan
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2. Issuer Name
and
Ticker or Trading Symbol
ALBANY INTERNATIONAL CORP /DE/
[
AIN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Senior Vice President & CTO
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(Last)
(First)
(Middle)
C/O ALBANY INTERNATIONAL CORP., 216 AIRPORT DRIVE, UNIT 1
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/1/2018
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(Street)
ROCHESTER, NH 03867
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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4708
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I
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By 401(k)
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Class A Common Stock
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3/1/2018
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A
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4300
(1)
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A
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$0
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14628
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D
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Class A Common STock
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3/1/2018
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F
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1224
(2)
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D
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$62.15
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13404
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D
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Class A Common Stock
(3)
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3/1/2018
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M
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1687
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A
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$0
(3)
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1687
(3)
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D
(3)
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Class A Common Stock
(3)
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3/1/2018
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D
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1687
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D
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$62.88
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0
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D
(3)
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Class A Common Stock
(3)
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3/1/2018
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M
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883
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A
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$0
(3)
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883
(3)
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D
(3)
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Class A Common Stock
(3)
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3/1/2018
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D
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883
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D
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$62.88
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0
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D
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option
(4)
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$19.375
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(5)
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11/4/2018
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Class A Common Stock
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150
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150
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D
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Employee Stock Option
(6)
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$15.6875
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(5)
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11/9/2019
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Class A Common Stock
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200
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350
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D
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Employee Stock Option
(6)
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$10.5625
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(5)
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11/15/2020
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Class A Common Stock
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450
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800
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D
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Employee Stock Option
(6)
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$20.45
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(5)
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11/6/2021
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Class A Common Stock
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600
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1400
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D
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Employee Stock Option
(6)
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$20.63
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(5)
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11/7/2022
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Class A Common Stock
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1000
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2400
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D
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Phantom Stock Units
(7)
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(7)
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3/1/2018
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M
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1687
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3/1/2017
(7)
(8)
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(7)
(8)
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Class A Common Stock
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6746
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$0
(7)
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5059
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D
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Phantom Stock Units
(9)
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(9)
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3/1/2018
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M
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883
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3/1/2018
(9)
(10)
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(9)
(10)
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Class A Common Stock
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4416
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$0
(9)
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3533
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D
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Explanation of Responses:
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(1)
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Shares distributed pursuant to a Multi-Year Performance Bonus Award made under the Albany International 2011 Incentive Plan.
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(2)
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Shares withheld to satisfy the tax liability in connection with the acquisition described above.
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(3)
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Deemed acquisition and disposition to the issuer of shares of stock underlying Phantom Stock Units upon automatic vesting and cash settlement of such units (see footnotes 7 and 9). No shares were actually issued to the reporting person, nor did the reporting person dispose of any shares.
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(4)
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Options granted pursuant to the Company's 1992 Stock Option Plan as incentive to remain in employ of the Company.
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(5)
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Fully exercisable.
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(6)
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Options granted pursuant to the Company's 1998 Stock Option Plan as incentive to remain in employ of the Company.
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(7)
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Phantom Stock Units granted on February 23, 2017 pursuant to the Albany International Corp. 2011 Performance Phantom Stock Unit Plan (the "Phantom Stock Plan"). Each Phantom Stock Unit entitles the holder to receive the cash equivalent of one share of Class A Common Stock at the time of vesting.
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(8)
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1,687 Phantom Stock Units will be settled and payable each year on or about March 1, beginning March 1, 2017.
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(9)
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Phantom Stock Units granted on February 22, 2018 pursuant to the Phantom Stock Plan. Each Phantom Stock Unit entitles the holder to receive the cash equivalent of one share of Class A Common Stock at the time of vesting.
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(10)
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883 Phantom Stock Units will be settled and payable each year on or about March 1, beginning March 1, 2018.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Hansen Robert Alan
C/O ALBANY INTERNATIONAL CORP.
216 AIRPORT DRIVE, UNIT 1
ROCHESTER, NH 03867
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Senior Vice President & CTO
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Signatures
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Kathleen M. Tyrrell, Attorney-in-Fact
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3/5/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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