Statement of Changes in Beneficial Ownership (4)
March 04 2021 - 4:59PM
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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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
*
BERMAN STEVEN L |
2. Issuer Name and Ticker or Trading Symbol
Dorman Products, Inc.
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DORM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive Chairman |
(Last)
(First)
(Middle)
C/O DORMAN PRODUCTS, INC., 3400 EAST WALNUT STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/2/2021 |
(Street)
COLMAR, PA 18915
(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 | 3/2/2021 | | F | | 111 (1) | D | $101.45 | 1092191 | D | |
Common Stock | 3/2/2021 | | A | | 689 (2) | A | $0.00 | 1092880 | D | |
Common Stock | | | | | | | | 57662 | I | By Charitable Remainder Trust |
Common Stock | | | | | | | | 24937 (3) | I | By 401(k) |
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) | $101.45 | 3/2/2021 | | A | | 2208 | | (4) | 3/2/2029 | Common Stock | 2208 | $0.00 | 2208 | D | |
Explanation of Responses: |
(1) | These shares were withheld by the Issuer upon the vesting of restricted stock units to satisfy the Reporting Person's tax withholding obligations. Such withholding is treated as a disposition of securities under Section 16 of the Securities Exchange Act of 1934, as amended. |
(2) | Grant of restricted stock units representing a contingent right to receive shares of Dorman common stock. The restricted stock units will vest in four equal annual installments beginning on March 2, 2022, which is the first anniversary of the date of grant. |
(3) | The shares are represented by units held in a unitized stock fund through the Issuer's 401(k) Retirement Plan and Trust. The unitized stock fund of the Issuer's 401(k) Retirement Plan and Trust consists of cash and common stock in amounts that vary from time to time. As of March 2, 2021, the Reporting Person had 16,420 units in the Issuer's 401(k) Retirement Plan and Trust, which units consisted of 24,937 shares of common stock. |
(4) | The option vests in four equal annual installments beginning on March 2, 2022, which is the first anniversary of the date of grant. |
Remarks: The filing of this Statement shall not be construed as an admission (a) that the person filing this Statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Statement, or (b) that this Statement is legally required to be filed by such person. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BERMAN STEVEN L C/O DORMAN PRODUCTS, INC. 3400 EAST WALNUT STREET COLMAR, PA 18915 | X | X | Executive Chairman |
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Signatures
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/s/ Frank J. Mahr by Power of Attorney | | 3/4/2021 |
**Signature of Reporting Person | Date |
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