Statement of Changes in Beneficial Ownership (4)
April 28 2020 - 1:56PM
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).
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
*
Diwanji Ashish P. |
2. Issuer Name and Ticker or Trading Symbol
LYDALL INC /DE/
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LDL
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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, Innovation & CTO |
(Last)
(First)
(Middle)
C/O LYDALL, INC., ONE COLONIAL ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/24/2020 |
(Street)
MANCHESTER, CT 06042
(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 | 4/24/2020 | | A | | 17260 (1) | A | $0 | 17260 | D | |
Common Stock | 4/24/2020 | | A | | 11510 (2) | A | $0 | 28770 | 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 |
Option to Buy | $8.69 | 4/24/2020 | | A | | 40871 | | 4/24/2021 (3) | 4/24/2030 | Common Stock | 40871 | $0 | 40871 | D | |
Explanation of Responses: |
(1) | Represents an award of Performance Shares granted under the Lydall, Inc. Amended and Restated 2012 Stock Incentive Plan, which award is subject to substantial risk of forfeiture and vests, if at all, to the extent determined upon certification by the Compensation Committee of the Board of Directors of the Company, that the Company has achieved certain specified financial performance criteria during the three-year-period, January 1, 2020 through December 31, 2022. |
(2) | Restricted stock award granted under the Lydall, Inc. Amended and Restated 2012 Stock Incentive Plan, consisting of 11,510 shares, which shall vest in two equal installments on the second and third anniversaries of the Grant Date. |
(3) | Stock options granted under the Lydall, Inc. Amended and Restated 2012 Stock Incentive Plan. Options become exercisable at the rate of 25% per year, beginning one year from initial grant date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Diwanji Ashish P. C/O LYDALL, INC. ONE COLONIAL ROAD MANCHESTER, CT 06042 |
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| SVP, Innovation & CTO |
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Signatures
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Chad A. McDaniel attorney-in-fact for Ashish P. Diwanji | | 4/28/2020 |
**Signature of Reporting Person | Date |
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