SEC Form 4 · accession 0001659166-19-000080
Fortive Corp · FTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James A Lico
Officer — President and CEO · Director
Period of report
Feb 25, 2019
Accepted (ET)
Feb 27, 2019 · 6:07 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 25, 2019 | A | 48,874 | $0.00 | A | 302,984 | D | |
| Common StockF2 | Feb 25, 2019 | F | 19,232 | $81.60 | D | 283,752 | D | |
| Common StockF3,F4 | Feb 25, 2019 | A | 9,335 | — | A | 293,087 | D | |
| Common StockF5,F4 | Feb 25, 2019 | A | 32,295 | — | A | 325,382 | D | |
| Common StockF6 | holding | — | — | — | 19,402 | I | By 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 (Right to Buy)F7 | $81.60 | Feb 25, 2019 | A | 195,710 | A | — | Feb 25, 2029 | Common Stock | 195,710 | 195,710 | D |
Explanation of responses
- F1In connection with the separation of the Issuer from Danaher Corporation ("Danaher"), Performance 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 Performance Stock Awards ("PSAs") of the Issuer. This transaction is being reported in connection with the determination by the Compensation Committee of the Issuer (the "Committee") on February 25, 2019 that the performance criteria of the PSAs have been achieved. The shares remain subject to a two-year holding period requirement.
- F2This transaction relates to the withholding of shares for tax purposes in connection with the vesting and distribution of PSAs.
- F3On February 22, 2018, the Committee awarded the Reporting Person Restricted Stock Units ("RSUs") with the opportunity to earn additional RSUs ("Additional RSUs") upon achievement of corresponding performance criteria. This transaction is being reported in connection with the determination by the Committee on February 25, 2019 that the performance criteria of the Additional RSUs have been achieved. The Additional RSUs remain subject to time-based vesting provisions.
- F4Restricted stock units are payable in shares of common stock on a one-to-one basis.
- F5On February 25, 2019, the Committee awarded the Reporting Person RSUs. This transaction is being reported to identify the portion of the RSUs that are subject only to time-based vesting provisions. Pursuant to the terms of the award, additional RSUs may be issued upon determination by the Committee that the corresponding performance criteria have been achieved.
- F6Based on a plan statement dated as of January 31, 2019.
- F7One half of the options granted vest on each of the fourth and fifth anniversary of the grant date.