SEC Form 4 · accession 0001489096-16-000149
Thermon Group Holdings, Inc. · THR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Johannes Rene Van Der Salm
Officer — SVP - Global Operations
Period of report
May 18, 2016
Accepted (ET)
May 25, 2016 · 5:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001489096
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 169,775 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitsF1 | $0.00 | May 18, 2016 | D | 2,697 | D | Mar 31, 2014 | Mar 31, 2016 | Common Stock | 0 | 0 | D |
| Performance UnitsF2 | $0.00 | May 20, 2016 | A | 3,234 | A | Mar 31, 2019 | Mar 31, 2019 | Common Stock | 3,234 | 3,234 | D |
| Restricted Stock UnitsF3 | $0.00 | May 20, 2016 | A | 6,469 | A | May 20, 2017 | May 20, 2019 | Common Stock | 6,469 | 6,469 | D |
| Performance UnitsF4 | $0.00 | May 20, 2016 | A | 6,469 | A | Mar 31, 2019 | Mar 31, 2019 | Common Stock | 6,469 | 6,469 | D |
| Performance UnitsF5 | $0.00 | holding | — | — | — | Mar 31, 2017 | Mar 31, 2017 | Common Stock | 8,480 | 8,480 | D |
| Performance UnitsF6 | $0.00 | holding | — | — | — | Mar 31, 2018 | Mar 31, 2018 | Common Stock | 9,035 | 9,035 | D |
| Restricted Stock UnitsF7 | $0.00 | holding | — | — | — | Aug 1, 2014 | Aug 1, 2016 | Common Stock | 2,697 | 2,697 | D |
| Restricted Stock UnitsF8 | $0.00 | holding | — | — | — | Jul 31, 2015 | Jul 31, 2017 | Common Stock | 2,963 | 2,963 | D |
| Restricted Stock UnitsF9 | $0.00 | holding | — | — | — | Jul 30, 2016 | Jul 30, 2018 | Common Stock | 4,476 | 4,476 | D |
| Stock Option (Right to Buy)F10 | $12.00 | holding | — | — | — | May 4, 2012 | May 4, 2021 | Common Stock | 5,000 | 5,000 | D |
Explanation of responses
- F1On August 1, 2013, the reporting person was granted a performance unit award vesting in equal annual installments on March 31, 2014, 2015 and 2016, subject to the Issuer's relative total shareholder return goals as further specified in the equity award agreement. The number of shares reflected in this filing represents unvested performance units at the target performance level. The actual number of shares that may vest ranges from zero to 200% of the target number of shares. On May 18, 2016, the Issuer's Compensation Committee reviewed the Company's relative total shareholder return performance during the performance period beginning August 1, 2013 and ending March 31, 2016 and determined that zero shares were earned in settlement of the award for the final performance period.
- F10On May 4, 2011, the reporting person was granted a stock option award vesting in equal annual installments on the first, second, third, fourth and fifth anniversaries of the award. The number of options reflected in this filing represents unexercised options.
- F2On May 20, 2016, the reporting person was granted a performance unit award vesting on March 31, 2019, subject to the Issuer's relative total shareholder return goals as further specified in the equity award agreement. The number of shares reflected in this filing represents unvested performance units at the target performance level. The actual number of shares that may vest ranges from zero to 200% of the target number of shares.
- F3On May 20, 2016, the reporting person was granted a restricted stock unit award. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. Award vests in equal annual installments on the first, second and third anniversaries of the grant date. The number of shares reflected in this filing represents unvested restricted stock units.
- F4On May 20, 2016, the reporting person was granted a performance unit award vesting on March 31, 2019, subject to the Issuer's adjusted EBITDA performance goals as further specified in the equity award agreement. The number of shares reflected in this filing represents unvested performance units at the target performance level. The actual number of shares that may vest ranges from zero to 200% of the target number of shares.
- F5On July 31, 2014, the reporting person was granted a performance unit award vesting on March 31, 2017, subject to the Issuer's relative total shareholder return goals as further specified in the equity award agreement. The number of shares reflected in this filing represents unvested performance units at the target performance level. The actual number of shares that may vest ranges from zero to 200% of the target number of shares.
- F6On July 30, 2015, the reporting person was granted a performance unit award vesting on March 31, 2018, subject to the Issuer's relative total shareholder return goals as further specified in the equity award agreement. The number of shares reflected in this filing represents unvested performance units at the target performance level. The actual number of shares that may vest ranges from zero to 200% of the target number of shares.
- F7On August 1, 2013, the reporting person was granted a restricted stock unit award. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. Award vests in equal annual installments on the first, second and third anniversaries of the grant date. The number of shares reflected in this filing represents unvested restricted stock units.
- F8On July 31, 2014, the reporting person was granted a restricted stock unit award. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. Award vests in equal annual installments on the first, second and third anniversaries of the grant date. The number of shares reflected in this filing represents unvested restricted stock units.
- F9On July 30, 2015, the reporting person was granted a restricted stock unit award. Each restricted stock unit represents the right to receive, at settlement, one share of the Issuer's common stock. Award vests in equal annual installments on the first, second and third anniversaries of the grant date. The number of shares reflected in this filing represents unvested restricted stock units.