SEC Form 4 · accession 0001209191-18-031522
nVent Electric plc · NVT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 16, 2018
Accepted (ET)
May 18, 2018 · 5:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001720635
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2,F3 | May 16, 2018 | P | 253,334 | $24.949 | A | 16,034,209 | I | Please see explanation below |
| Ordinary SharesF4,F2,F3 | May 17, 2018 | P | 212,519 | $24.9179 | A | 16,246,728 | I | Please see explanation below |
| Ordinary SharesF5,F2,F3 | May 18, 2018 | P | 358,050 | $25.1527 | A | 16,604,778 | I | Please see explanation below |
| Ordinary Shares - Restricted Stock Units | holding | — | — | — | 5,130 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $24.825 to $25.00. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
- F2Trian Fund Management, L.P ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Investment Fund II, L.P., Trian Partners Strategic Investment Fund-A, L.P., Trian Partners Strategic Investment Fund-N, L.P., Trian Partners Strategic Investment Fund-D, L.P., Trian Partners Fund (Sub)-G, L.P., Trian Partners Strategic Fund-G II, L.P., Trian Partners Strategic Fund-G III, L.P., Trian Partners Strategic Fund-K, L.P. and Trian Partners Strategic Fund-C, Ltd. (collectively, the "Trian Entities") and as such determines the investment and voting decisions of the Trian Entities with respect to the shares of nVent Electric plc held by them.
- F3(FN 2, contd.) Mr. Baldwin is a limited partner of certain affiliates of the Trian Entities and Trian Management and therefore may be deemed to have an indirect interest in the shares which they hold. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Baldwin is a director of nVent Electric plc.
- F4The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $24.705 to $24.99. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
- F5The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $24.99 to $25.37. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.