SEC Form 4 · accession 0001562180-16-002110
CIRCOR INTERNATIONAL INC · CIR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott A. Buckhout
Officer — President and CEO · Director
Period of report
Apr 9, 2016
Accepted (ET)
Apr 11, 2016 · 11:55 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001091883
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 9, 2016 | M | 3,563 | — | A | 8,394 | D | |
| Common StockF1 | Apr 9, 2016 | F | 1,157 | — | D | 7,237 | D | |
| Common StockF2 | Apr 9, 2016 | M | 9,619 | — | A | 16,856 | D | |
| Common StockF2 | Apr 9, 2016 | F | 3,119 | — | D | 13,737 | 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 UnitF1 | $0.00 | Apr 9, 2016 | M | 3,563 | D | Apr 9, 2016 | Apr 9, 2023 | Common Stock | 3,563 | 0 | D |
Explanation of responses
- F1The Restricted Stock Units (RSUs), the conversion of which are reported herein, were granted to the Reporting Person by the issuer as part of equity incentive grants made by the issuer on 4/9/2013 utilizing a fair market value (FMV) of a share of the issuers stock of $41.17. The RSU grant vests in equal portions over a three year period, and are received by the Reporting Person upon vesting, on a one-for-one basis. This report reflects the final vesting of one-third portion of the original RSU grant and the acquisition by the Reporting Person of the underlying shares minus sufficient shares withheld to pay applicable income taxes.
- F2The shares issued herein to the Reporting Person by the issuer are the result of actual achievement against the metrics associated with a Performance Based RSU grant made by the issuer on 4/9/2013. These metrics consisted of targets for 2015 Return on Invested Capital and Adjusted Operating Margin with potential payouts ranging from 0% to 200%. This report reflects the acquisition of shares by the Reporting Person based on 90% achievement minus sufficient shares withheld to pay applicable income taxes.