SEC Form 4 · accession 0001209191-17-023863
Primo Water Corp · PRMW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Billy D Prim
Officer — Chairman, CEO and President · Director
Period of report
Mar 30, 2017
Accepted (ET)
Mar 31, 2017 · 4:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001365101
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 2,355,927 | D | ||
| Common StockF1 | holding | — | — | — | 8,032 | I | See Footnote | |
| Common StockF2 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF3 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF4 | holding | — | — | — | 23,957 | I | See Footnote | |
| Common StockF5 | holding | — | — | — | 23,957 | I | See Footnote | |
| Common StockF6 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF7 | holding | — | — | — | 4,791 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF9,F8,F10 | — | Mar 30, 2017 | F | 17,126 | D | — | — | Common Stock | 17,126 | 397,599 | D |
Explanation of responses
- F1Held by Mr. Prim's spouse.
- F10Represents deferred stock units granted on March 20, 2017 in connection with the achievement of the second adjusted EBITDA target under the Primo Water Corporation Amended and Restated Value Creation Plan. These deferred stock units are to be delivered in equal annual installments in January of each of 2018, 2019, 2020, 2021 and 2022.
- F2Held by Billy D. Prim Revocable Trust of which Mr. Prim is the sole trustee.
- F3Held by BD Prim, LLC of which Mr. Prim is the sole manager.
- F4Held by 2010 Irrevocable Trust fbo Sarcanda Westmoreland Bellisimo of which Mr. Prim is the sole trustee.
- F5Held by 2010 Irrevocable Trust fbo Anthony Gray Westmoreland of which Mr. Prim is the sole trustee.
- F6Held by 2010 Irrevocable Trust fbo Jager Gralyn Dean Bellisimo of which Mr. Prim is the sole trustee.
- F7Held by 2010 Irrevocable Trust fbo Joseph Alexander Bellisimo of which Mr. Prim is the sole trustee.
- F8Each deferred stock unit has a value as of a given date equal to the fair market value of one share of Primo Water Corporation common stock.
- F9Shares withheld to satisfy tax withholding requirements in connection with the grant of deferred stock units on March 20, 2017.