Statement of Changes in Beneficial Ownership (4)
February 11 2021 - 5:03PM
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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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
*
Kyle Richard G |
2. Issuer Name and Ticker or Trading Symbol
TIMKEN CO
[
TKR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President and CEO |
(Last)
(First)
(Middle)
4500 MT. PLEASANT ST. NW |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/9/2021 |
(Street)
NORTH CANTON, OH 44720
(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 | 2/9/2021 | | M | | 10000 | A | $40.56 | 244080 | D | |
Common Stock | 2/9/2021 | | F | | 1261 | D | $73.91 | 242819 | D | |
Common Stock | 2/9/2021 | | S | | 8739 | D | $73.86 (1) | 234080 | D | |
Common Stock | 2/9/2021 | | M | | 20000 | A | $41.15 | 254080 | D | |
Common Stock | 2/9/2021 | | F | | 2466 | D | $73.85 | 251614 | D | |
Common Stock | 2/9/2021 | | S | | 17534 | D | $73.86 (2) | 234080 | D | |
Common Stock | 2/9/2021 | | M | | 20000 | A | $41.79 | 254080 | D | |
Common Stock | 2/9/2021 | | F | | 3699 | D | $73.91 | 250381 | D | |
Common Stock | 2/9/2021 | | S | | 16301 | D | $73.83 (3) | 234080 | D | |
Common Stock | 2/9/2021 | | M | | 20000 | A | $27.75 | 254080 | D | |
Common Stock | 2/9/2021 | | F | | 5353 | D | $73.93 | 248727 | D | |
Common Stock | 2/9/2021 | | S | | 14647 | D | $73.80 (4) | 234080 | 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. 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 |
Employee stock option - right to buy (5) | $40.56 | 2/9/2021 | | M | | | 10000 | 2/7/2014 | 2/7/2023 | Common Stock | 10000.0 | $0 | 0 | D | |
Employee Stock Option (right to buy) (6) | $41.15 | 2/9/2021 | | M | | | 20000 | 2/13/2015 | 2/13/2024 | Common Stock | 20000.0 | $0 | 10000 | D | |
Employee Stock Option (right to buy) (7) | $41.79 | 2/9/2021 | | M | | | 20000 | 2/12/2016 | 2/12/2025 | Common Stock | 20000.0 | $0 | 50000 | D | |
Employee Stock Option (right to buy) (8) | $27.75 | 2/9/2021 | | M | | | 20000 | 2/11/2017 | 2/11/2026 | Common Stock | 20000.0 | $0 | 150000 | D | |
Explanation of Responses: |
(1) | This transaction was executed in multiple trades at prices ranging from $73.66 to $74.21. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(2) | This transaction was executed in multiple trades at prices ranging from $73.64 to $74.25. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(3) | This transaction was executed in multiple trades at prices ranging from $73.63 to $74.38. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | This transaction was executed in multiple trades at prices ranging from $73.65 to $74.46. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(5) | 10,000 stock options from 02/07/13 grant of 30,800 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(6) | 20,000 stock options from 02/13/14 grant of 108,800 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(7) | 20,000 stock options from 02/12/15 grant of 111,050 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(8) | 20,000 stock options from 02/11/16 grant of 183,800 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kyle Richard G 4500 MT. PLEASANT ST. NW NORTH CANTON, OH 44720 | X |
| President and CEO |
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Signatures
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/s/ Richard G. Kyle | | 2/10/2021 |
**Signature of Reporting Person | Date |
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