SEC Form 4 · accession 0001209191-15-085387
SMITH & WESSON BRANDS, INC. · SWBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey D Buchanan
Officer — See Remarks
Period of report
Dec 11, 2015
Accepted (ET)
Dec 15, 2015 · 5:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001092796
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 11, 2015 | M | 5,000 | $12.88 | A | 106,574 | D | |
| Common Stock | Dec 11, 2015 | M | 5,000 | $4.44 | A | 111,574 | D | |
| Common Stock | Dec 11, 2015 | M | 5,000 | $5.79 | A | 116,574 | D | |
| Common Stock | Dec 11, 2015 | M | 5,000 | $3.69 | A | 121,574 | D | |
| Common StockF3 | Dec 11, 2015 | S | 20,000 | $22.8588 | D | 101,574 | D | |
| Common StockF4 | Dec 11, 2015 | S | 3,000 | $22.7448 | D | 98,574 | D | |
| Common Stock | Dec 11, 2015 | M | 50,000 | $3.73 | A | 148,574 | D | |
| Common Stock | Dec 11, 2015 | M | 17,806 | $3.57 | A | 166,380 | D | |
| Common StockF5 | Dec 11, 2015 | S | 67,406 | $22.882 | D | 98,974 | D | |
| Common StockF6 | Dec 11, 2015 | S | 400 | $23.4088 | D | 98,574 | D | |
| Common Stock | Dec 11, 2015 | M | 21,601 | $7.98 | A | 120,175 | D | |
| Common StockF7 | Dec 11, 2015 | S | 21,601 | $23.0505 | D | 98,574 | D | |
| Common Stock | Dec 15, 2015 | M | 6,274 | $3.73 | A | 104,848 | D | |
| Common Stock | Dec 15, 2015 | S | 6,274 | $23.95 | D | 98,574 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director Stock Option (Right to Buy)F8 | $12.88 | Dec 11, 2015 | M | 5,000 | D | — | Sep 18, 2016 | Common Stock | 5,000 | 0 | D |
| Director Stock Option (Right to Buy)F9 | $4.44 | Dec 11, 2015 | M | 5,000 | D | — | Sep 15, 2018 | Common Stock | 5,000 | 0 | D |
| Director Stock Option (Right to Buy)F10 | $5.79 | Dec 11, 2015 | M | 5,000 | D | — | Sep 14, 2019 | Common Stock | 5,000 | 0 | D |
| Director Stock Option (Right to Buy)F11 | $3.69 | Dec 11, 2015 | M | 5,000 | D | — | Sep 27, 2020 | Common Stock | 5,000 | 0 | D |
| Employee Stock Option (Right to Buy)F12 | $3.73 | Dec 11, 2015 | M | 50,000 | D | — | Jan 3, 2021 | Common Stock | 50,000 | 50,000 | D |
| Employee Stock Option (Right to Buy)F13 | $3.57 | Dec 11, 2015 | M | 17,806 | D | — | Jul 12, 2021 | Common Stock | 17,806 | 0 | D |
| Employee Stock Option (Right to Buy)F14 | $7.98 | Dec 11, 2015 | M | 21,601 | D | — | Apr 24, 2022 | Common Stock | 21,601 | 0 | D |
| Employee Stock Option (Right to Buy)F12 | $3.73 | Dec 15, 2015 | M | 6,274 | D | — | Jan 3, 2021 | Common Stock | 6,274 | 43,726 | D |
Explanation of responses
- F1Includes 1,129 shares acquired under the Issuer's Employee Stock Purchase Plan on September 30, 2015.
- F101/12th of the total number of options granted vested and became exercisable each month after the September 14, 2009 date of grant.
- F111/12th of the total number of options granted vested and became exercisable each month after the September 27, 2010 date of grant.
- F12One-third of the total number of options granted vested and became exercisable on each of the first, second, and third anniversary of the January 3, 2011 date of grant.
- F13One-third of the total number of options granted vested and became exercisable on each of the first, second, and third anniversary of the July 12, 2011 date of grant.
- F14One-third of the total number of options granted vested and became exercisable on each of the first, second, and third anniversary of the April 24, 2012 date of grant.
- F2The shares were sold pursuant to a 10b5-1 Trading Plan dated September 24, 2015.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.40 to $23.30, inclusive. The reporting person undertakes to provide to Smith & Wesson Holding Corporation (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.46 to $23.00, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.40 to $23.39, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.40 to $23.42, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.95 to $23.17, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F81/12th of the total number of options granted vested and became exercisable each month after the September 18, 2006 date of grant.
- F91/12th of the total number of options granted vested and became exercisable each month after the September 15, 2008 date of grant.
Remarks
The reporting person is the Executive Vice President, Chief Financial Officer, Chief Administrative Officer, and Treasurer.