SEC Form 4 · accession 0001209191-19-005419
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 23, 2019
Accepted (ET)
Jan 25, 2019 · 6:05 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 23, 2019 | M | 174,528 | $0.00 | A | 1,678,531 | D | |
| Common StockF1 | Jan 23, 2019 | M | 79,520 | $0.00 | A | 1,758,051 | D | |
| Common StockF2 | Jan 23, 2019 | F | 93,387 | $13.88 | D | 1,664,664 | 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 23, 2019 | M | 174,528 | D | — | — | Common Stock | 174,528 | 523,586 | D |
| Deferred Stock UnitsF10,F12 | — | Jan 23, 2019 | M | 79,520 | D | — | — | Common Stock | 79,520 | 238,560 | D |
Explanation of responses
- F1Represents shares of common stock received upon vesting of deferred stock units on January 23, 2019.
- 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 23, 2019. The remaining 523,586 deferred stock units are to be delivered in equal annual installments in January of each of 2020, 2021 and 2022.
- F1279,520 deferred stock units were delivered on January 23, 2019. The remaining 238,560 deferred stock units are to be delivered in equal annual installments in January of each of 2020, 2021 and 2022.
- F2Shares withheld to satisfy tax withholding requirements on the vesting of deferred stock units on January 23, 2019.
- 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.