SEC Form 4/A · accession 0001179110-15-014196
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
Christopher J Kearney
Officer — President & CEO · Director
Period of report
Sep 26, 2015
Accepted (ET)
Oct 22, 2015 · 6:06 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 | Sep 26, 2015 | A | 276,746 | $0.00 | A | 276,746 | D | |
| Common StockF2,F3 | holding | — | — | — | 260,219 | I | By trust | |
| Common StockF2,F4 | holding | — | — | — | 71,039 | I | By trust | |
| Common StockF2,F5 | holding | — | — | — | 59,834 | I | By trust | |
| Common StockF2 | holding | — | — | — | 4,983 | I | 401(k) Plan |
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 stockF6,F7 | $61.29 | Sep 26, 2015 | A | 175,151 | A | — | Jan 2, 2025 | Common Stock | 175,151 | 175,151 | 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").
- F2Represents shares of Issuer common stock received in connection with the Spin-off in an exempt transaction pursuant to Rule 16a-9.
- F3By the Christopher J. Kearney Revocable Trust u/i/d 1/31/1997, as amended.
- F4By the Susan M. Kearney Revocable Trust u/i/d 1/31/1997, as amended.
- F5By the Christopher J. Kearney Grantor Retained Annuity Trust.
- F6Represents 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.
- F7The option vests in three equal annual installments beginning on January 2, 2016, and the exercise period ends on January 2, 2025.