Statement of Changes in Beneficial Ownership (4)
April 05 2021 - 2:09PM
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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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
*
Bassett John C |
2. Issuer Name and Ticker or Trading Symbol
Armstrong Flooring, Inc.
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AFI
]
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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) SVP, Chief Human Resources |
(Last)
(First)
(Middle)
C/O ARMSTRONG FLOORING, INC., 2500 COLUMBIA AVENUE, P.O. BOX 3025 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/24/2020 |
(Street)
LANCASTER, PA 17603
(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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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 |
Performance Restricted Stock Unit | (1) | 3/24/2020 | | A | | 38815 | | (2) | (2) | Common Stock | 38815 | $0.00 | 38815 | D | |
Performance Restricted Stock Unit | (1) | 4/1/2021 | | A | | 29631 | | (3) | (3) | Common Stock | 29631 | $0.00 | 29631 | D | |
Restricted Stock Units | (1) | 4/1/2021 | | A | | 8466 | | (4) | (4) | Common Stock | 8466 | $0.00 | 8466 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock under the Issuer's 2016 Long-Term Incentive Plan as amended and restated (the "Plan"). |
(2) | The restricted stock units were granted to the Reporting Person on March 24, 2020 under the Plan and will be earned contingent upon the Issuer's common stock achieving the per share price targets set forth in the award agreement as determined by the average closing price of the Issuer's common stock over the twenty (20) days immediately following the date of the Issuer's 2023 release of fourth quarter and full year 2022 results such date to be determined by the Issuer's Board of Directors (contingent upon the Reporting Person's employment with the Issuer through the applicable measurement date, subject to the terms of the award agreement). |
(3) | The restricted stock units were granted to the Reporting Person on April 1, 2021 under the Plan and will be earned contingent upon the Issuer's common stock achieving the per share price targets set forth in the award agreement as determined by the average closing price of the Issuer's common stock over the twenty (20) days immediately following the date of the Issuer's 2024 release of fourth quarter and full year 2023 results such date to be determined by the Issuer's Board of Directors (contingent upon the Reporting Person's employment with the Issuer through the applicable measurement date, subject to the terms of the award agreement). |
(4) | The restricted stock units were granted to the Reporting Person on April 1, 2021 under the Plan. The restricted stock units will vest in equal installments on the first, second and third anniversaries of the grant (contingent upon the Reporting Person's employment with the Issuer on the scheduled vesting date, subject to the terms of the award agreement). |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bassett John C C/O ARMSTRONG FLOORING, INC. 2500 COLUMBIA AVENUE, P.O. BOX 3025 LANCASTER, PA 17603 |
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| SVP, Chief Human Resources |
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Signatures
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/s/Christopher S. Parisi, as Attorney-in-Fact | | 4/5/2021 |
**Signature of Reporting Person | Date |
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