SEC Form 4 · accession 0001209191-16-148658
EDGEWELL PERSONAL CARE Co · EPC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Manish Shanbhag
Officer — Chief Legal Ofcr & Secretary
Period of report
Nov 3, 2016
Accepted (ET)
Nov 7, 2016 · 4:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001096752
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Options 11/3/2016F1 | $74.70 | Nov 3, 2016 | A | 9,685 | A | Nov 3, 2017 | Nov 3, 2026 | Common Stock | 9,685 | 9,685 | D |
| Restricted Stock Equivalents (RSE) 11/3/2016F2 | $0.00 | Nov 3, 2016 | A | 2,588 | A | Nov 3, 2017 | — | Common Stock | 2,588 | 2,588 | D |
| Performance Stock Equivalents (PSE) 11/3/2016F3 | $0.00 | Nov 3, 2016 | A | 3,884 | A | Nov 3, 2019 | — | Common Stock | 3,884 | 3,884 | D |
Explanation of responses
- F1One-third of the Options will become exercisable on each of 11/3/2017, 11/3/2018 and 11/3/2019, as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events.
- F2One-third of the RSEs will vest and convert into shares of Edgewell common stock on each of 11/3/2017, 11/3/2018 and 11/3/2019 if the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events.
- F3The PSEs will vest and convert into shares of Edgewell common stock on the date that Edgewell releases its earnings for the fiscal year ending September 30, 2019 if specified performance criteria are met subject to the exercise of negative discretion by the Nominating and Executive Compensation Committee of Edgewell's Board of Directors. The performance goal for the PSEs is the adjusted earnings per share of the Company for its 2019 fiscal year. The percentage of the PSEs vesting will range from 0% to 100% based on performance.