SEC Form 4 · accession 0001408287-15-000079
Zep Inc. · ZEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John K Morgan
Officer — Chairman, President & CEO · Director
Period of report
Jan 27, 2015
Accepted (ET)
Feb 19, 2015 · 5:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001408287
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 27, 2015 | G | 33,000 | $0.00 | D | 267,503 | D | |
| Common Stock | Jan 27, 2015 | G | 2,973 | $0.00 | D | 264,530 | D | |
| Common StockF1 | Feb 17, 2015 | M | 30,000 | $9.77 | A | 294,530 | D | |
| Common StockF1,F2,F3 | Feb 17, 2015 | S | 30,000 | $16.39 | D | 264,530 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F1,F4 | $9.77 | Feb 17, 2015 | M | 30,000 | D | — | Jul 28, 2015 | Common Stock | 30,000 | 158,523 | D |
Explanation of responses
- F1The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 9, 2014.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging, inclusively, from $16.22 to $16.68 on sales reported for February 17, 2015. The Reporting Person undertakes to provide to Zep Inc., any security holder of Zep Inc, 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 herein.
- F3The total direct shares shown includes 67,018 time-vesting restricted and/or performance shares.
- F4This stock option previously represented the right to purchase 79,990 shares of the common stock of our former parent company at an exercise price of $29.18. The stock option was converted to the right to purchase 238,999 shares of Zep Inc. (Zep) common stock at an exercise price of $9.77 effective with our spin off from our former parent company. The original option agreement provided for a four year ratable vesting schedule beginning one year after the grant date, July 29, 2006, and was fully vested on July 29, 2009.