Statement of Changes in Beneficial Ownership (4)
June 03 2022 - 5:08PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
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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
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Carlson John R. |
2. Issuer Name and Ticker or Trading Symbol
CommScope Holding Company, Inc.
[
COMM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP & Chief Commercial Officer |
(Last)
(First)
(Middle)
C/O COMMSCOPE HOLDING COMPANY, INC., 1100 COMMSCOPE PLACE, SE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2022 |
(Street)
HICKORY, NC 28602
(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 | 6/1/2022 | | M(1) | | 32000 | A | $0.00 | 165157 (2) | D | |
Common Stock | 6/1/2022 | | F(3) | | 9632 | D | $7.83 | 155525 (2) | 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 |
Performance Share Units | $0.00 | 6/1/2022 | | M (1) | | | 32000 | (4) | 12/1/2024 | Common Stock | 32000 | $0.00 | 112000 | D | |
Explanation of Responses: |
(1) | On December 1, 2020, the reporting person was granted 160,000 performance share units, which vest upon the achievement of certain hurdles relating to the issuer's stock price ranging from a low of $15 to a high of $40, and the reporting person's continued employment with the issuer, over the four-year period from 12/01/2020 to 12/01/2024. On July 27, 2021, the $20.00 stock price hurdle was achieved and, on June 1, 2022, the continued employment requirement was met, resulting in vesting of 32,000 performance share units. |
(2) | As previously reported, includes (a) 53,334 restricted stock units that were granted on 12/01/2020 and will vest in equal installments on 12/01/2022 and 12/01/2023, and (b) 50,000 restricted share units that were granted on 03/01/2022 and will vest ratably on 06/01/2023, 06/01/2024 and 06/01/2024, each subject to the reporting person's continued employment with the issuer. |
(3) | Reflects shares withheld to cover taxes incurred upon the vesting of the performance share units. |
(4) | Each performance share unit reflects the right to receive one share of common stock. The performance share units vest upon the achievement of certain hurdles relating to the issuer's stock price ranging from a low of $15 to a high of $40, and the reporting person's continued employment with the issuer, over the four-year period from 12/01/2020 to 12/01/2024. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Carlson John R. C/O COMMSCOPE HOLDING COMPANY, INC. 1100 COMMSCOPE PLACE, SE HICKORY, NC 28602 |
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| SVP & Chief Commercial Officer |
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Signatures
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/s/Michael D. Coppin, under a Power of Attorney | | 6/3/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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