Statement of Changes in Beneficial Ownership (4)
December 17 2020 - 04:33PM
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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APPROVAL
OMB Number: 3235-0287
Estimated average burden
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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 * Meyer
David Joseph |
2. Issuer Name and Ticker or Trading
Symbol Titan Machinery Inc. [ TITN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chairman and CEO |
(Last)
(First)
(Middle)
644 EAST BEATON DRIVE |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/15/2020
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(Street)
WEST FARGO, ND 58078
(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 |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
12/15/2020 |
|
S |
|
53700 |
D |
$20.11 (1) |
609164 |
D |
|
Common Stock |
12/15/2020 |
|
S |
|
50000 |
D |
$20.11 (1) |
2150000 |
I |
By the Meyer Family Investment Limited
Partnership (2) |
Common Stock |
12/16/2020 |
|
S |
|
1726 |
D |
$20.19 (3) |
607438 |
D |
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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 |
Explanation of
Responses: |
(1) |
The price reported in column
4 is a weighted average price. These shares were sold in multiple
transactions ranging from $20.00 to $20.19, inclusive. The
reporting person undertakes to provide to the issuer, any security
holder of the issuer, or the staff of the SEC, upon request, full
information regarding the number of shares acquired at each
separate price within the range set forth above. |
(2) |
The reporting person
transferred these shares to the Meyer Family Investment Limited
Partnership, a limited partnership for which the reporting person
and the reporting person's spouse are the general partners and for
which certain trusts for the benefit of the reporting person and
the reporting person's family are limited partners. |
(3) |
The price reported in column
4 is a weighted average price. These shares were sold in multiple
transactions ranging from $20.00 to $20.20, inclusive. The
reporting person undertakes to provide to the issuer, any security
holder of the issuer, or the staff of the SEC, upon request, full
information regarding the number of shares acquired at each
separate price within the range set forth above. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Meyer David Joseph
644 EAST BEATON DRIVE
WEST FARGO, ND 58078 |
X |
X |
Chairman and CEO |
|
Signatures
|
/s/ Steven Noack as Attorney-in-Fact for David J.
Meyer pursuant to Power of Attorney previously
filed. |
|
12/17/2020 |
**Signature of
Reporting Person |
Date |