SEC Form 4 · accession 0001047340-19-000107
DEL MONTE CORP · DMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Hans Sauter
Officer — SVP, R&D and Agriculture
Period of report
Feb 21, 2019
Accepted (ET)
Mar 5, 2019 · 4:02 pm EST
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 |
|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | Feb 22, 2019 | M | 400 | $0.00 | A | 400 | D | |
| Restricted Stock UnitsF3 | Feb 25, 2019 | S | 95 | $27.76 | D | 305 | D | |
| Restricted Stock UnitsF2 | Feb 21, 2019 | M | 406 | $0.00 | A | 711 | D | |
| Restricted Stock UnitsF3 | Feb 22, 2019 | S | 97 | $27.77 | D | 614 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F4,F5 | $0.00 | Feb 22, 2019 | A | 2,000 | A | — | — | Ordinary Shares | 2,000 | 2,000 | D |
| Restricted Stock UnitsF1,F4,F5 | $0.00 | Feb 22, 2019 | M | 400 | D | — | — | Ordinary Shares | 400 | 1,600 | D |
| Restricted Stock UnitsF6,F5 | — | Feb 21, 2019 | M | 406 | D | — | — | Ordinary Shares | 406 | 1,218 | D |
| Performance Stock UnitsF1,F7,F5 | $0.00 | Feb 22, 2019 | A | 2,000 | A | — | — | Ordinary Shares | 2,000 | 2,000 | D |
Explanation of responses
- F1Transaction date reflects the date on which the notification to employee of the Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) occurred.
- F2Represents the number of ordinary shares that were acquired in connection with the settlement of the RSUs listed in Table II.
- F3Represents the number of shares required to be sold by the 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.
- F4RSUs 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 will vest in five equal annual installments on each of 2/20/2019, 2/20/2020, 2/20/2021, 2/20/2022 and 2/20/2023.
- F5RSUs and PSUs do not have an expiration date.
- F6RSUs 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 2/21/2020, 2/21/2021 and 2/21/2022.
- F7PSUs are granted under the Fresh Del Monte Produce Inc. 2014 Omnibus Share Incentive Plan. Each PSU represents a contingent right to receive one ordinary share of FDP. The PSUs are subject to meeting minimum performance criteria set by the Compensation Committee of the Board of Directors of FDP. Provided such criteria are met, the PSUs will vest in three equal annual installments on each of 2/20/2020, 2/20/2021 and 2/20/2022.