Statement of Changes in Beneficial Ownership (4)
January 07 2020 - 4:22PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Rao Bhaskar |
2. Issuer Name and Ticker or Trading Symbol
TEMPUR SEALY INTERNATIONAL, INC.
[
TPX
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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) EVP & Chief Financial Officer |
(Last)
(First)
(Middle)
C/O TEMPUR SEALY INTERNATIONAL, INC., 1000 TEMPUR WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/3/2020 |
(Street)
LEXINGTON, KY 40511
(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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Common Stock | 1/4/2020 | | M | | 8440 | A | $0 (1) | 29467 | D | |
Common Stock | 1/4/2020 | | F | | 3732 | D | $85.56 | 25735 | D | |
Common Stock | 1/5/2020 | | M | | 3903 | A | $0 (1) | 29638 | D | |
Common Stock | 1/5/2020 | | F | | 1690 | D | $85.56 | 27948 | D | |
Common Stock | 1/5/2020 | | M | | 719 | A | $0 (1) | 28667 | D | |
Common Stock | 1/5/2020 | | F | | 312 | D | $85.56 | 28355 | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | $0.0 (1) | 1/3/2020 | | A | | 9058 | | (2) | (2) | Common Stock | 9058.0 | $0 | 9058 | D | |
Restricted Stock Units | (1) | 1/4/2020 | | M | | | 8440 | (3) | (3) | Common Stock | 8440.0 | $0 | 25320 | D | |
Restricted Stock Units | (1) | 1/5/2020 | | M | | | 3903 | (4) | (4) | Common Stock | 3903.0 | $0 | 7806 | D | |
Restricted Stock Units | (1) | 1/5/2020 | | M | | | 719 | (5) | (5) | Common Stock | 719.0 | $0 | 719 | D | |
Explanation of Responses: |
(1) | Restricted stock units convert into common stock on a one-for-one basis. |
(2) | On January 3, 2020, the reporting person was granted 9,058 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date. |
(3) | On January 4, 2019, the reporting person was granted 33,760 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date. |
(4) | On January 5, 2018, the reporting person was granted 15,612 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date. |
(5) | On January 5, 2017, the reporting person was granted 2,878 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date, subject to a performance condition. On March 5, 2018, the Compensation Committee of the Board of Directors determined that the performance condition had been satisfied, and the award became subject only to time vesting restrictions. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Rao Bhaskar C/O TEMPUR SEALY INTERNATIONAL, INC. 1000 TEMPUR WAY LEXINGTON, KY 40511 |
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| EVP & Chief Financial Officer |
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Signatures
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/s/ Bhaskar Rao | | 1/7/2020 |
**Signature of Reporting Person | Date |
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