SEC Form 4 · accession 0001209191-18-019420
Primo Water Corp · PRMW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David W. Hass
Officer — Chief Strategy Officer
Period of report
Mar 9, 2018
Accepted (ET)
Mar 13, 2018 · 7:17 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 | Feb 27, 2018 | G | 4,000 | $0.00 | D | 102,131 | D | |
| Common StockF1 | Mar 9, 2018 | P | 500 | $11.95 | A | 16,901 | I | See Footnote |
| Common StockF2,F3 | Mar 9, 2018 | P | 500 | $11.98 | A | 5,250 | I | See Footnote |
| Common StockF4 | Mar 9, 2018 | A | 4,282 | $0.00 | A | 106,413 | D | |
| Common StockF5 | Mar 9, 2018 | F | 1,467 | $11.95 | D | 104,946 | D | |
| Common Stock | Mar 11, 2018 | M | 2,500 | $0.00 | A | 107,446 | D | |
| Common StockF6 | Mar 12, 2018 | F | 881 | $11.95 | D | 106,565 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F8 | — | Mar 9, 2018 | A | 6,000 | A | — | — | Common Stock | 6,000 | 6,000 | D |
| Restricted Stock UnitsF7,F9 | — | Mar 11, 2018 | M | 2,500 | D | — | — | Common Stock | 2,500 | 2,500 | D |
Explanation of responses
- F1Held by David W. Hass Living Trust, of which David Hass is a trustee.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.95 to $12.01, inclusive. The reporting person undertakes to provide to Primo Water Corporation, any security holder of Primo Water Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (2) to this Form 4.
- F3These shares of common stock are owned by HB Capital LLC, of which David Hass is a member. Mr. Hass may be deemed an indirect beneficial owner of the securities held directly by HB Capital LLC. Mr. Hass disclaims beneficial ownership of the securities held directly by HB Capital LLC, except to the extent of his pecuniary interest therein.
- F4These restricted stock units may only be settled in stock and vest immediately.
- F5Shares withheld to satisfy tax withholding requirements on the vesting of restricted stock units on March 9, 2018.
- F6Shares withheld to satisfy tax withholding requirements on the vesting of restricted stock units on March 11, 2018.
- F7Each restricted stock unit represents a contingent right to receive one share of common stock.
- F8These restricted stock units vest in equal annual installments on March 9 of 2019, 2020 and 2021.
- F9These restricted stock units vest in equal annual installments on March 11 of 2017, 2018 and 2019.