SEC Form 4 · accession 0001351952-16-000103
COLUMBIA SPORTSWEAR CO · COLM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bryan Timm
Officer — President/COO
Period of report
Feb 29, 2016
Accepted (ET)
Mar 2, 2016 · 5:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001050797
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 29, 2016 | M | 6,524 | $29.985 | A | 72,686 | D | |
| Common StockF1 | Feb 29, 2016 | S | 6,524 | $60.7156 | D | 66,162 | D | |
| Common Stock | Feb 29, 2016 | M | 6,648 | $29.985 | A | 72,810 | D | |
| Common StockF2 | Feb 29, 2016 | S | 6,648 | $60.2311 | D | 66,162 | D | |
| Common StockF3,F4 | Mar 1, 2016 | M | 11,802 | $0.00 | A | 77,964 | D | |
| Common StockF5 | Mar 1, 2016 | F | 6,014 | $60.06 | D | 71,950 | D | |
| Common Stock | Mar 1, 2016 | M | 315 | $0.00 | A | 72,265 | D | |
| Common StockF5 | Mar 1, 2016 | F | 161 | $60.06 | D | 72,104 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F7 | $29.985 | Feb 29, 2016 | M | 6,524 | D | Jan 20, 2012 | Jan 19, 2021 | Common Stock | 6,524 | 23,718 | D |
| Employee Stock Option (right to buy)F7 | $29.985 | Feb 29, 2016 | M | 6,648 | D | Jan 20, 2012 | Jan 19, 2021 | Common Stock | 6,648 | 17,070 | D |
| Restricted Stock UnitsF6,F8,F9 | — | Mar 1, 2016 | M | 315 | D | Mar 1, 2016 | — | Common Stock | 315 | 943 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.50 to $60.805, inclusive. The reporting person undertakes to provide to Columbia Sportswear Company, any security holder of Columbia Sportswear Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote to this Form 4.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.20 to $60.38, inclusive. The reporting person undertakes to provide to Columbia Sportswear Company, any security holder of Columbia Sportswear Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote to this Form 4.
- F3On 12/17/2013, the reporting person was granted a performance restricted stock unit grant for 6,052 target shares. 11,802 shares were earned on 3/1/16, based on achieving 195% of certain performance criteria for the period 1/1/14 - 12/31/15. Restricted stock units vest and settle in shares of the Company's common stock on a one-for-one basis.
- F4On September 26, 2014 the RSUs were adjusted to reflect COLM 2-for-1 stock split.
- F5Shares surrendered to the Company as payment to satisfy tax withholding obligation in connection with the vesting of the restricted stock units.
- F6Each restricted stock unit represents a right to receive one share of COLM common stock.
- F7On 1/20/11 the reporting person was granted 30,242 stock options, 25% of the option grant becomes exercisable on the first anniversary of the grant date, and the remaining 75% vest ratably over a 36-month period following the date the option first becomes exercisable.
- F8On 2/9/15 the reporting person was granted 1,258 restricted stock units, 25% of the restricted stock units vest annually (a) on the first anniverary of the first day of the first full calendar month following the award date (the "Vest Date"), and (b) on each of the three subsequent anniversaries following the first anniversary of the Vest Date. Vested shares will be delivered to the reporting person on the designated vest dates. If a vesting date falls on a weekend or any other day on which the Nasdaq Stock Market ("NSM") or any national securities exchange on which the Common Stock then is principally traded (the "Exchange") is not open, affected RSUs shall vest on the next following NSM or Exchange business day, as the case may be.
- F9N\A