SEC Form 4 · accession 0001144204-15-036512
RBC Bearings INC · RBC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Hartnett
Officer — President and CEO · Director
Period of report
Jun 8, 2015
Accepted (ET)
Jun 10, 2015 · 4:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001324948
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F6,F7 | Jun 8, 2015 | F | 3,973 | $71.13 | D | 476,587 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option for purchase of Common StockF1 | $22.73 | holding | — | — | — | Nov 16, 2010 | Nov 16, 2016 | Common | 100,000 | 100,000 | D |
| Stock Option for purchase of Common StockF3 | $37.66 | holding | — | — | — | Oct 6, 2012 | Oct 6, 2018 | Common Stock | 100,000 | 100,000 | D |
| Stock Option for Commn SharesF4 | $44.60 | holding | — | — | — | Jun 4, 2012 | Jun 4, 2019 | Common Stock | 100,000 | 100,000 | D |
| Stock Option for Common StockF5 | $51.08 | holding | — | — | — | Jun 14, 2014 | Jun 14, 2020 | Common Stock | 100,000 | 100,000 | D |
| Stock Option for purchase of Common Stock | $20.37 | holding | — | — | — | Nov 11, 2009 | Nov 11, 2015 | Common Stock | 100,000 | 20,075 | D |
| Stock Option for purchase of Common StockF8 | $64.15 | holding | — | — | — | Jul 1, 2015 | Jul 1, 2021 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 11/16/2010, 1/5 vest on 11/16/2011, 1/5 vest on 11/16/2012, 1/5 vest on 11/16/2013 and 1/5 vest on 11/16/2014
- F221,000 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/3 lapse on 10/06/2014, 1/3 lapse on 10/06/2015 and 1/3 lapse on 10/06/2016. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events.
- F3Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 10/06/2012, 1/5 vest on 10/06/2013, 1/5 vest on 10/06/2014, 1/5 vest on 10/06/2015 and 1/5 vest on 10/06/2016. Options expire 7 years from grant date.
- F4Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 6/4/2013, 1/5 vest on 6/4/2014, 1/5 vest on 6/4/2015, 1/5 vest on 6/4/2016 and 1/5 vest on 6/4/2017. Options expire 7 years from grant date.
- F5Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 6/14/2014, 1/5 vest on 6/14/2015, 1/5 vest on 6/14/2016, 1/5 vest on 6/14/2017 and 1/5 vest on 6/14/2018. Options expire 7 years from grant date.
- F623,334 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/2 vest on 6/14/2015, 1/2 vest on 6/14/2016. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events.
- F750,350 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/3 vest on 7-1/2015, 1/3 vest on 7-1/2016, 1/3 vest on 7-1/2017. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events
- F8Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 7-1/2015, 1/5 vest on 7-1/2016, 1/5 vest on 7-1/2017, 1/5 vest on 7-1/2018 and 1/5 vest on 7-1/2019. Options expire 7 years from grant date.
- F9Represents shares withheld by the Company to pay tax liability related to the vesting of restricted stock.