Statement of Changes in Beneficial Ownership (4)
June 05 2020 - 6:39PM
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
*
Dell Paul M |
2. Issuer Name and Ticker or Trading Symbol
MiX Telematics Ltd
[
MIXT
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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) Chief Accounting Officer |
(Last)
(First)
(Middle)
HOWICK CLOSE, WATERFALL PARK, BEKKER ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2020 |
(Street)
MIDRAND, T3 1686
(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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Ordinary Shares | | | | | | | | 1000 | 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 |
Share Appreciation Rights | $0.3491 (1) | 6/1/2020 | | A | | 500000 | | (2) | 6/1/2026 | Ordinary Shares | 500000 (3) | $0 | 500000 | D | |
Restricted Stock Units | $0 (4) | 6/1/2020 | | A | | 200000 | | (5) | (5) | Ordinary Shares | 200000 (4) | $0 | 200000 | D | |
Explanation of Responses: |
(1) | The conversion price reflects the approximate U.S. dollar conversion rate of 5.90 Rand. |
(2) | Represents Stock Settled Share Appreciation Rights which shall vest upon the Issuer's Ordinary Shares achieving a compounded annual growth in the Ordinary Share price of ten percent (10%). Subject to that achievement and continued employment, these shares will vest in equal installments of 25% on June 1 of each year, with the first vesting date being June 1, 2022. |
(3) | Each Share Appreciation Right represents a contingent right to receive 1 Ordinary Share of the Issuer. 25 Ordinary Shares are equal to 1 American Depository Share. |
(4) | Each Restricted Stock Unit represents a contingent right to receive one Ordinary Share of Issuer. |
(5) | The Restricted Stock Units shall vest in two installments. Subject to continued employment, the first 50% shall vest on June 1, 2022 and the second 50% shall vest on June 1, 2023. Vested shares will be delivered upon settlement. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Dell Paul M HOWICK CLOSE, WATERFALL PARK BEKKER ROAD MIDRAND, T3 1686 |
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| Chief Accounting Officer |
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Signatures
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/s/ Paul M. Dell, by John R. Granara III, as Attorney-in-Fact | | 6/5/2020 |
**Signature of Reporting Person | Date |
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