SEC Form 4/A · accession 0001179110-15-014195
SPX FLOW, Inc. · FLOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Jeremy W Smeltser
Officer — VP & CFO
Period of report
Sep 26, 2015
Accepted (ET)
Oct 22, 2015 · 5:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001641991
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 26, 2015 | A | 64,053 | $0.00 | A | 103,634 | D | |
| Common Stock | holding | — | — | — | 1,557 | I | 401(k) |
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 to purchase common stockF3,F4 | $61.29 | Sep 26, 2015 | A | 40,718 | D | — | Jan 2, 2025 | Common Stock | 40,718 | 40,718 | D |
Explanation of responses
- F1Represents restricted stock granted in accordance with the employee matters agreement between the Issuer and SPX Corporation ("SPX") to replace restricted stock of SPX held by the reporting person immediately prior to the distribution by SPX to its stockholders of all of the outstanding shares of the common stock of the Issuer (the "Spin-off").
- F2Includes shares of Issuer common stock received in connection with the Spin-off in an exempt transaction pursuant to Rule 16a-9.
- F3Represents options to purchase shares of the Issuer's common stock granted to the reporting person as a result of adjustments to existing SPX stock options made in connection with the Spin-off.
- F4The option vests in three equal annual installments beginning on January 2, 2016, and the exercise period ends on January 2, 2025.
Remarks
This amendment to Form 4 is being filed to revise the number of securities beneficially owned by the Reporting Person following the Spin-off reported in the original Form 4 filed on September 29, 2015 due to a recalculation of the relevant conversion rates in respect of restricted stock and employee stock options following completion of the Spin-off.