Statement of Changes in Beneficial Ownership (4)
March 01 2021 - 4:16PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
SHEPSTON MICHELLE H |
2. Issuer Name and Ticker or Trading Symbol
DMC Global Inc.
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BOOM
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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) Chief Legal Officer |
(Last)
(First)
(Middle)
C/O DMC GLOBAL INC., 11800 RIDGE PARKWAY, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/25/2021 |
(Street)
BROOMFIELD, CO 80021
(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 | 2/25/2021 | | S | | 1461 | D | $65.06 | 15847 | D | |
Common Stock | 2/26/2021 | | M | | 133 | A | $0 | 15980 | D | |
Common Stock | 2/26/2021 | | F | | 133 (1) | D | $64.53 | 15847 | D | |
Common Stock | 2/26/2021 | | M | | 43 | A | $0 | 15890 | D | |
Common Stock | 2/26/2021 | | F | | 43 (1) | D | $64.53 | 15847 | D | |
Common Stock | 2/27/2021 | | M | | 6000 | A | $0 | 21847 | D | |
Common Stock | 2/27/2021 | | F | | 2635 (2) | D | $62.99 | 19212 | D | |
Common Stock | 2/27/2021 | | F | | 878 (2) | D | $62.99 | 18334 | D | |
Common Stock | | | | | | | | 100 | I | By Spouse |
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 |
Deferred Stock | (3) | 2/26/2021 | | M | | | 133 | (4) | (5) | Common Stock | 133.0 | $0 | 3491 | D | |
Deferred Stock | (3) | 2/26/2021 | | M | | | 43 | (6) | (6) | Common Stock | 43.0 | $0 | 3400 | D | |
Performance Share Units | (7) | 2/27/2021 | | M | | 6000 | | (8) | (8) | Common Stock | 6000.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | Represents withholding of shares to satisfy tax obligations upon the vesting of Deferred Stock. |
(2) | Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock. |
(3) | Each vested share of Deferred Stock represents the right to receive one share of the Issuer's common stock. |
(4) | The Deferred Stock will vest in equal amounts over 3 years beginning February 26, 2019. |
(5) | The Deferred Stock will be delivered to the reporting person in equal amounts annually over 2 years beginning March 1, 2027 if employed, or in a lump sum upon separation from service. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock. |
(6) | The Deferred Stock will be delivered to the reporting person in equal amounts annually over 3 years beginning March 1, 2023 if employed, or in a lump sum upon separation from service. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock. |
(7) | Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions. |
(8) | On February 27, 2018, 3,000 PSUs were granted and the vesting and award of Issuer's common stock was contingent upon achievement of specified performance targets over the three year period from 2018 through 2020, with potential to earn a number of shares of common stock between 0% and 200% of the number of target PSUs awarded. The Issuer determined that the maximum performance conditions were fully satisfied, and as a result, 6,000 PSUs vested. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
SHEPSTON MICHELLE H C/O DMC GLOBAL INC. 11800 RIDGE PARKWAY, SUITE 300 BROOMFIELD, CO 80021 |
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| Chief Legal Officer |
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Signatures
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/s/ Andrew Nelson, by Power of Attorney | | 3/1/2021 |
**Signature of Reporting Person | Date |
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