Statement of Changes in Beneficial Ownership (4)
January 17 2020 - 4:47PM
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
*
Cauthen Michael |
2. Issuer Name and Ticker or Trading Symbol
Primo Water Corp
[
PRMW
]
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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) Vice President Finance |
(Last)
(First)
(Middle)
101 NORTH CHERRY STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/15/2020 |
(Street)
WINSTON SALEM, NC 27101
(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 | 6/28/2019 | | A |
V
| 327 (1) | A | $10.46 | 6906 | D | |
Common Stock | 12/31/2019 | | A |
V
| 309 (1) | A | $9.55 | 7215 | D | |
Common Stock | 1/15/2020 | | M | | 1000 (2) | A | $0.00 | 8215 | D | |
Common Stock | 1/15/2020 | | F | | 349 (3) | D | $14.43 | 7866 | 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 |
Restricted Stock Units | (4) | 1/15/2020 | | M | | | 1000 | (5) | (5) | Common Stock | 1000 | $0.00 | 2000 | D | |
Explanation of Responses: |
(1) | These shares were acquired under the Primo Water Corporation Employee Stock Purchase Plan, as amended, in transactions that were exempt under both Rule 16b-3(c) and Rule 16b-3(d). |
(2) | Represents shares of common stock received upon vesting of a restricted stock unit award. |
(3) | Represents shares of common stock withheld by the Company in order to pay taxes upon the vesting of a restricted stock unit award. No open-market transactions were conducted by the reporting person in connection with this withholding. |
(4) | Each restricted stock unit represents a contingent right to receive one share of common stock. |
(5) | These restricted stock units vest in four equal annual installments beginning on the first anniversary of the grant date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Cauthen Michael 101 NORTH CHERRY STREET WINSTON SALEM, NC 27101 |
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| Vice President Finance |
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Signatures
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/s/ Michael Cauthen by Michael H. Hutson, attorney-in-fact | | 1/17/2020 |
**Signature of Reporting Person | Date |
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