SEC Form 4 · accession 0001439288-17-000071
Zurn Elkay Water Solutions Corp · ZWS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David C. Longren
Director
Period of report
May 19, 2017
Accepted (ET)
May 23, 2017 · 11:39 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001439288
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 19, 2017 | A | 4,756 | — | A | 13,223 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Depositary SharesF2,F3,F4,F5 | — | holding | — | — | — | Dec 7, 2016 | — | Common Stock | 5,955 | 3,000 | D |
Explanation of responses
- F1Restricted stock unit grant, which vested immediately, but is not paid out until six months after the Reporting Person's cessation of service as a director.
- F2Each depositary share represents a 1/20th interest in a share of Rexnord Corporation's 5.75% Series A Mandatory Convertible Preferred Stock, $0.01 par value per shares ("Mandatory Convertible Preferred Stock").
- F3Prior to the expected November 15, 2019 mandatory conversion date, shares of Mandatory Convertible Preferred Stock may be converted at the holder's option at the minimum equivalent conversion rate of 1.9851 shares of common stock per depositary share, subject to anti-dilution and other adjustments.
- F4Unless converted prior to the mandatory conversion date, each share of Mandatory Convertible Preferred Stock will automatically convert on or about November 15, 2019, at the equivalent conversion rate per depositary share of not more than 2.3821 shares of common stock and not less than shares of 1.9851 common stock, depending on the applicable value of Rexnord Corporation's common stock and subject to certain anti-dilution adjustments.
- F5Represents the minimum number of shares of common stock into which the depositary shares are convertible.