SEC Form 4 · accession 0001209191-18-003444
Primo Water Corp · PRMW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Billy D Prim
Officer — Executive Chairman · Director
Period of report
Jan 10, 2018
Accepted (ET)
Jan 12, 2018 · 4:42 pm EST
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 StockF1 | Jan 10, 2018 | M | 174,528 | $0.00 | A | 1,530,455 | D | |
| Common StockF1 | Jan 10, 2018 | M | 79,519 | $0.00 | A | 1,609,974 | D | |
| Common StockF2 | Jan 10, 2018 | F | 117,693 | $0.00 | D | 1,492,281 | D | |
| Common StockF3 | holding | — | — | — | 8,032 | I | See Footnote | |
| Common StockF4 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF5 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF6 | holding | — | — | — | 23,957 | I | See Footnote | |
| Common StockF7 | holding | — | — | — | 23,957 | I | See Footnote | |
| Common StockF8 | holding | — | — | — | 4,791 | I | See Footnote | |
| Common StockF9 | 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 UnitsF10,F11 | — | Jan 10, 2018 | M | 174,528 | D | — | — | Common Stock | 174,528 | 698,114 | D |
| Deferred Stock UnitsF10,F12 | — | Jan 10, 2018 | M | 79,519 | D | — | — | Common Stock | 79,519 | 318,080 | D |
Explanation of responses
- F1Represents shares of common stock received upon vesting of deferred stock units on January 10, 2018.
- F10Each 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.
- F11174,528 deferred stock units were delivered on January 10, 2018. The remaining 698,114 deferred stock units are to be delivered in equal annual installments in January of each of 2019, 2020, 2021 and 2022.
- F1279,519 deferred stock units were delivered on January 10, 2018. The remaining 318,080 deferred stock units are to be delivered in equal annual installments in January of each of 2019, 2020, 2021 and 2022.
- F2Shares withheld to satisfy tax withholding requirements on the vesting of deferred stock units on January 10, 2018.
- F3Held by Mr. Prim's spouse.
- F4Held by Billy D. Prim Revocable Trust of which Mr. Prim is the sole trustee.
- F5Held by BD Prim, LLC of which Mr. Prim is the sole manager.
- F6Held by 2010 Irrevocable Trust fbo Sarcanda Westmoreland Bellisimo of which Mr. Prim is the sole trustee.
- F7Held by 2010 Irrevocable Trust fbo Anthony Gray Westmoreland of which Mr. Prim is the sole trustee.
- F8Held by 2010 Irrevocable Trust fbo Jager Gralyn Dean Bellisimo of which Mr. Prim is the sole trustee.
- F9Held by 2010 Irrevocable Trust fbo Joseph Alexander Bellisimo of which Mr. Prim is the sole trustee.