SEC Form 4 · accession 0001659166-17-000078
Fortive Corp · FTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Martin Gafinowitz
Officer — Senior Vice President
Period of report
Feb 23, 2017
Accepted (ET)
Feb 27, 2017 · 7:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001659166
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 23, 2017 | A | 23,920 | $0.00 | A | 41,314 | D | |
| Common StockF2 | Feb 23, 2017 | M | 4,893 | — | A | 46,207 | D | |
| Common Stock | Feb 23, 2017 | F | 1,613 | $57.26 | D | 44,594 | D | |
| Common StockF2 | Feb 24, 2017 | M | 8,659 | — | A | 53,253 | D | |
| Common Stock | Feb 24, 2017 | F | 2,984 | $57.79 | D | 50,269 | 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)F3 | $57.26 | Feb 23, 2017 | A | 37,520 | A | — | Feb 23, 2027 | Common Stock | 37,520 | 37,520 | D |
| Restricted Stock UnitF2,F4 | — | Feb 23, 2017 | M | 4,893 | D | — | — | Common Stock | 4,893 | 0 | D |
| Restricted Stock UnitF2,F5 | — | Feb 24, 2017 | M | 8,659 | D | — | — | Common Stock | 8,659 | 17,322 | D |
Explanation of responses
- F1In connection with the separation of the Issuer from Danaher Corporation ("Danaher"), Performance-Based Restricted Stock Units issued by Danaher on February 24, 2016 to the Reporting Person that remained unvested as of July 2, 2016 were cancelled and replaced with 23,920 Performance-Based Restricted Stock Awards ("RSAs") of the Issuer. This transaction is being reported in connection with the determination by the Compensation Committee of the Issuer's Board of Directors on February 23, 2017 that the performance criteria of the RSAs have been achieved. The RSAs remain subject to time-based vesting provisions.
- F2Restricted stock units are payable in shares of common stock on a one-to-one basis.
- F3One third of the options granted vest on each of the third, fourth, and fifth anniversary of the grant date.
- F4In connection with the separation of the Issuer from Danaher, Restricted Stock Units issued by Danaher on February 23, 2012 to the Reporting Person that remained unvested as of July 2, 2016 were converted into 4,893 Restricted Stock Units of the Issuer vesting on February 23, 2017.
- F5In connection with the separation of the Issuer from Danaher, Restricted Stock Units issued by Danaher on February 24, 2014 to the Reporting Person that remained unvested as of July 2, 2016 were converted into 25,981 Restricted Stock Units of the Issuer vesting in three remaining equal annual installments beginning on February 24, 2017.