SEC Form 4 · accession 0001209191-15-043323
EnerSys · ENS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John D Craig
Officer — Chairman & CEO · Director
Period of report
May 12, 2015
Accepted (ET)
May 15, 2015 · 4:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001289308
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 12, 2015 | A | 52,553 | $0.00 | A | 362,402 | D | |
| Common StockF3 | May 13, 2015 | S | 20,603 | $68.5035 | D | 341,799 | D | |
| Common StockF4 | May 14, 2015 | S | 29,397 | $68.9872 | D | 312,402 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF2,F5 | $68.40 | May 12, 2015 | A | 49,834 | A | — | May 12, 2025 | Common Stock | 49,834 | 49,834 | D |
Explanation of responses
- F1These shares were granted as performance market share units and vest one-hundred percent on May 12, 2018, subject to acceleration and cancellation upon the occurrence of certain events. Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on the third anniversary of the date of grant and the ratio referenced in the following sentence. The payout factor is determined by reference to a ratio of (x)(i) the 90-day average closing price on the vesting date plus an amount equal to reinvested cash dividends during the period between the date of grant and the vesting date, less (ii) the 90-day average closing price on the date of grant, divided by (y) the 90-day average closing price on the date of grant. These shares represent the market share units granted, assuming the payout factor of 100%. The maximum payout factor is 200%.
- F2This grant was made after markets had closed.
- F3This transaction was executed in multiple trades at prices ranging from $68.50 to $68.60. The price reported reflects the weighted average sale price. Full information regarding the number of shares sold and the prices at which the transactions were effected is available to the SEC staff, the issuer and any security holder of the issuer, upon request.
- F4This transaction was executed in multiple trades at prices ranging from $68.50 to $69.37. The price reported reflects the weighted average sale price. Full information regarding the number of shares sold and the prices at which the transactions were effected is available to the SEC staff, the issuer and any security holder of the issuer, upon request.
- F5The options vest in three equal annual installments beginning on May 12, 2016, subject to acceleration or forfeiture in certain specified circumstances.