Statement of Changes in Beneficial Ownership (4)
October 02 2020 - 10:02AM
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
*
SHIRLEY ERIC R |
2. Issuer Name and Ticker or Trading Symbol
PATTERSON COMPANIES, INC.
[
PDCO
]
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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) President-Patterson Dental |
(Last)
(First)
(Middle)
1031 MENDOTA HEIGHTS ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/30/2020 |
(Street)
ST. PAUL, MN 55120
(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 | 9/30/2020 | | A(1) | | 177 | A | $17.3655 | 51445 (2)(3)(4) | D | |
Common Stock | | | | | | | | 248 (5) | I | By ESOP |
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 Options | $23.57 | 7/14/2020 | | A (6) | | 24780 | | (7) | 7/14/2030 | Common Stock | 24780 | $23.57 | 24780 | D | |
Employee Stock Options (8) | $22.25 | | | | | | | (9) | 7/1/2029 | Common Stock | 33784 | | 33784 | D | |
Explanation of Responses: |
(1) | Shares acquired by Reporting Person pursuant to the Patterson Companies, Inc. Employee Stock Purchase Plan. |
(2) | Includes 26,607 Restricted Stock Units ("RSUs") granted to Reporting Person pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive Plan ("Plan") on 2/4/2019 as an inducement award granted pursuant to the Plan. The RSUs will vest, assuming continued employment, 100% on 2/4/2022. |
(3) | Includes 14,410 RSU equivalents attributable to the July 1, 2020 determination by the Compensation Committee that the performance criteria for the period of April 27, 2019 through April 25, 2020 applicable to non-derivative performance units issued on July 1, 2019 had been satisfied. Subject to continued employment of the Reporting Person through July 1, 2022, the RSU equivalents will automatically convert into shares of common stock. |
(4) | Includes 9,829 RSUs awarded to Reporting Person on 7/1/2019 and 7/14/2020 pursuant to the Plan. The RSUs vest contingent upon continued employment as follows: 5,056 units vest on 7/1/2022 and 4,773 units vest on 7/14/2023. |
(5) | Represents shares of common stock indirectly held by the Report Person's Employee Stock Ownership Plan (ESOP) account through April 25, 2020. |
(6) | Stock options granted pursuant to the Plan on 7/14/2020. |
(7) | Options are exercisable as follows: 33.3% on 7/14/2021, 33.3% on 7/14/2022 and 33.4% on 7/14/2023. |
(8) | Stock options granted pursuant to the Plan on 7/1/2019. |
(9) | Options are exercisable as follows: 33.3% on 7/1/2020, 33.3% on 7/1/2021 and 33.4% on 7/1/2022. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
SHIRLEY ERIC R 1031 MENDOTA HEIGHTS ROAD ST. PAUL, MN 55120 |
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| President-Patterson Dental |
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Signatures
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Les B. Korsh, by Power of Attorney | | 10/2/2020 |
**Signature of Reporting Person | Date |
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