Initial Statement of Beneficial Ownership (3)
March 30 2020 - 4:53PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Kendrick Megan A. |
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/26/2020
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3. Issuer Name and Ticker or Trading Symbol
NORTHWEST PIPE CO [NWPX]
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(Last)
(First)
(Middle)
201 NE PARK PLAZA DRIVE, SUITE 100 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) VP of Human Resources / |
(Street)
VANCOUVER, WA 98684
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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 Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 485 | 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. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock | (1) | (1) | Common Stock | 566 | (2) | D | |
Performance Shares | (3) | (3) | Common Stock | 2547 (4) | (4) | D | |
Explanation of Responses: |
(1) | The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2020, 1/3 on January 15, 2021 and 1/3 on January 17, 2022. |
(2) | Each Restricted Stock Unit represents a contingent right to receive one share of Northwest Pipe Company common stock. |
(3) | Performance shares vest in installments as follows: 2/3 March 31, 2020 and 1/3 March 31, 2021. |
(4) | Performance Shares vest in an amount ranging from 0-150% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total EBITDA margin over the measurement period. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kendrick Megan A. 201 NE PARK PLAZA DRIVE SUITE 100 VANCOUVER, WA 98684 |
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| VP of Human Resources |
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Signatures
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/s/ Megan Kendrick | | 3/30/2020 |
**Signature of Reporting Person | Date |
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