Statement of Changes in Beneficial Ownership (4)
September 14 2020 - 04:02PM
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 * Smalla Frank
H. |
2. Issuer Name and Ticker or Trading
Symbol BOSTON BEER CO INC [ SAM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Financial Officer |
(Last)
(First)
(Middle)
C/O THE BOSTON BEER COMPANY, ONE DESIGN CENTER PLACE, SUITE
850 |
3. Date of Earliest Transaction (MM/DD/YYYY)
9/11/2020
|
(Street)
BOSTON, MA 02210
(City)
(State)
(Zip)
|
4. 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 |
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 |
Class A Common |
9/11/2020 |
|
M(1) |
|
3588.00 |
A |
$192.26 |
19934.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
2023.00 |
D |
$850.00 |
17911.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
M(1) |
|
7536.00 |
A |
$192.26 |
25447.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
1400.00 |
D |
$845.47 (3) |
24047.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
400.00 |
D |
$846.41 (4) |
23647.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
600.00 |
D |
$847.69 (5) |
23047.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
600.00 |
D |
$848.53 (6) |
22447.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
500.00 |
D |
$850.14 (7) |
21947.00 (2) |
D |
|
Class A Common |
9/11/2020 |
|
S(1) |
|
786.00 |
D |
$851.14 (8) |
21161.00 (2) |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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 |
Stock Option (Right to Buy) |
$192.26 |
9/11/2020 |
|
M (1) |
|
|
3588.00 |
2/23/2019 (9) |
2/23/2026 |
Class A Common |
3588.00 |
$0.00 |
7536.00 |
D |
|
Stock Option (Right to Buy) |
$192.26 |
9/11/2020 |
|
M (1) |
|
|
7536.00 |
2/23/2019 (9) |
2/23/2026 |
Class A Common |
7536.00 |
$0.00 |
0.00 |
D |
|
Explanation of
Responses: |
(1) |
The transactions reported in
this Form 4 were effected pursuant to a Rule 10b5-1 trading plan
adopted by the Reporting Person on August 7, 2020. |
(2) |
The shares reported include
10,369 shares of restricted stock subject to vesting
conditions. |
(3) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 1,400 shares is from $845.00
to $845.99. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(4) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 400 shares is from $846.11
to $846.97. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(5) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 600 shares is from $847.26
to $848.19. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(6) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 600 shares is from $848.37
to $848.79. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(7) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 500 shares is from $849.63
to $850.50. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(8) |
The price shown is the
weighted average sale price for the transactions reported on this
line. The range of sale prices for the 786 shares is from $850.80
to $851.71. The Filing Person will provide full information
regarding the number of shares sold at each separate price upon
request of the SEC, the Registrant, or a shareholder of the
Registrant. |
(9) |
The option vests in five
annual installments: the first on February 23, 2019 and the final
vesting on February 23, 2023, provided that the Reporting Person
remains employed by the Issuer on the applicable vesting
dates. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Smalla Frank H.
C/O THE BOSTON BEER COMPANY
ONE DESIGN CENTER PLACE, SUITE 850
BOSTON, MA 02210 |
|
|
Chief Financial Officer |
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Signatures
|
Michael G. Andrews under POA for the benefit of
Frank H. Smalla |
|
9/14/2020 |
**Signature of
Reporting Person |
Date |
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