SEC Form 4 · accession 0001047340-17-000205
DEL MONTE CORP · DMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marissa R Tenazas
Officer — SVP Corporate Human Resources
Period of report
Aug 4, 2017
Accepted (ET)
Aug 8, 2017 · 3:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001047340
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Aug 4, 2017 | M | 2,021 | $0.00 | A | 5,534 | D | |
| Ordinary SharesF1,F3 | Aug 4, 2017 | S | 802 | $49.77 | D | 4,732 | D | |
| Ordinary Shares | Aug 4, 2017 | M | 5,000 | $28.09 | A | 9,732 | D | |
| Ordinary SharesF4 | Aug 4, 2017 | S | 8,513 | $49.71 | D | 1,219 | D | |
| Ordinary SharesF1,F2 | Aug 4, 2017 | M | 1,010 | $0.00 | A | 2,432 | I | Held by Spouse |
| Ordinary SharesF1,F3 | Aug 4, 2017 | S | 401 | $49.77 | D | 2,031 | I | Held by Spouse |
| Ordinary Shares | Aug 4, 2017 | M | 1,000 | $28.01 | A | 3,031 | I | Held by Spouse |
| Ordinary SharesF4 | Aug 4, 2017 | S | 1,000 | $49.77 | D | 2,031 | I | Held by Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F1,F6 | $59.83 | Aug 4, 2017 | M | 2,021 | D | — | — | Ordinary Shares | 2,021 | 6,063 | D |
| Restricted Stock UnitsF5,F1,F6 | $59.83 | Aug 4, 2017 | M | 1,010 | D | — | — | Ordinary Shares | 1,010 | 3,032 | I |
| Employee Stock Options (Right to Buy)F7 | $28.09 | Aug 4, 2017 | M | 5,000 | D | — | Jul 31, 2023 | Ordinary Shares | 5,000 | 0 | D |
| Employee Stock Options (Right to Buy)F7 | $28.01 | Aug 4, 2017 | M | 1,000 | D | — | Jul 31, 2023 | Ordinary Shares | 1,000 | 0 | I |
Explanation of responses
- F1Transaction Date reflects the date on which the Sell to Cover and conversion of the Restricted Stock Units (RSU), which vested on 8/3/2017, occurred.
- F2Represents the number of ordinary shares that were acquired in connection with the settlement of the restricted stock units listed in Table II.
- F3Represents the number of shares required to be sold by he reporting person to cover tax withholding obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax witholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
- F4This represents the weighted average sales price of the shares. The shares were sold at a price ranging from $49.30 to $50.00. Mr. and Mrs. Tenazas will provide, upon request of the SEC staff, Fresh Del Monte Produce Inc., or a shareholder of Fresh Del Monte Produce Inc. complete information regarding the number of shares sold at each price within the range.
- F5RSUs are granted under the Fresh Del Monte Produce Inc. 2014 Omnibus Share Incentive Plan. Each RSU represents a contingent right to receive one ordinary share of FDP. The RSUs vest in five equal annual installments of which three are remaining on each of 8/3/2018, 8/3/2019 and 8/3/2020.
- F6RSUs do not have an expiration date.
- F7The options are currently exercisable with respect to all shares.