SEC Form 4 · accession 0001127602-15-033051
HAVERTY FURNITURE COMPANIES INC · HVT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rawson Haverty Jr.
Officer — Senior Vice President · Director · 10% Owner
Period of report
Nov 30, 2015
Accepted (ET)
Dec 2, 2015 · 6:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000216085
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 30, 2015 | S | 300 | $24.239 | D | 400 | D | |
| Class A Common StockF2 | Dec 1, 2015 | J | 17,500 | $0.00 | D | 517,323 | I | By H5, LP |
| Common Stock | Dec 1, 2015 | J | 17,500 | $0.00 | A | 17,500 | I | By H5, LP |
| Common StockF3,F2 | Dec 1, 2015 | S | 12,500 | $23.9868 | D | 5,000 | I | By H5, LP |
| Common StockF4,F2 | Dec 2, 2015 | S | 5,000 | $24.09 | D | 0 | I | By H5, LP |
| Class A Common Stock | holding | — | — | — | 82,331 | D | ||
| Class A Common StockF2 | holding | — | — | — | 517,323 | I | By Pine Hill Associates, LLC | |
| Class A Common Stock | holding | — | — | — | 11,228 | I | Co-ttee Of Tr Fbo Daughter | |
| Class A Common Stock | holding | — | — | — | 5,796 | I | Co-ttee Of Tr Fbo Son | |
| Common StockF2 | holding | — | — | — | 0 | I | By Pine Hill Associates, LLC | |
| Common Stock | holding | — | — | — | 1,000 | I | Co-ttee Of Tr Fbo Daughter | |
| Common Stock | holding | — | — | — | 1,000 | I | Co-ttee Of Tr Fbo Son |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| PRSUs 2014F5 | — | holding | — | — | — | — | — | Common Stock | 1,718 | 1,718 | D |
| RSUs 2012F6 | — | holding | — | — | — | — | — | Common Stock | 1,250 | 1,250 | D |
| RSUs 2013F7 | — | holding | — | — | — | — | — | Common Stock | 2,250 | 2,250 | D |
| RSUs 2014F8 | — | holding | — | — | — | — | — | Common Stock | 1,815 | 1,815 | D |
| RSUs 2015F9 | — | holding | — | — | — | — | — | Common Stock | 3,021 | 3,021 | D |
| Stock Appreciation RightsF10 | $18.14 | holding | — | — | — | — | Jan 24, 2020 | Common Stock | 8,000 | 8,000 | D |
Explanation of responses
- F1Converted shares of Class A Common Stock to shares of Common Stock.
- F10Stock-Settled Appreciation rights ("SARs") granted under the 2004 Long-Term Incentive Plan. SARs vest in four equal installments, beginning on 5/8/2014, and expire seven years from the grant date.
- F2These shares are held by H5, LP, a limited partnership ("H5") and are also reported herein by Pine Hill Associates, LLC, a limited liability company ("PH"), the partnership's general partner. Mr. Haverty is the sole manager of PH. Mr. Haverty disclaimes beneficial ownership of shares held by H5 or PH except to the extent of his pecuniary interest therein.
- F3This transaction was executed in multiple trades at prices ranging from $23.95 to $24.11. The price reported reflects the weighted average sale price. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in the footnote.
- F4This transaction was executed in multiple trades at prices ranging from $23.95 to $24.30. The price reported reflects the weighted average sale price. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in the footnote.
- F5Performance Restricted Stock Units ("PRSUs") award granted 1/17/2014 under the 2004 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the company's common stock. The performance units vest in February 2017 based on the company's EBITDA for the year ended December 31, 2014. The performance units reported represent target performance. The maximum number of performance units which may be earned is 160% of the target performance units, and the minimum number of performance units which may be earned is zero performance units.
- F6Restricted Stock Units ("RSUs") award granted 1/23/2012 under the 2004 Long-Term Incentive Plan. RSUs vest equally over 4 years, beginning 5/8/2013. Each RSU is equivalent to one share of common stock upon vesting.
- F7Restricted Stock Units ("RSUs") award granted 1/24/2013 under the 2004 Long-Term Incentive Plan. RSUs vest equally over 4 years, beginning 5/8/2014. Each RSU is equivalent to one share of common stock upon vesting.
- F8Restricted Stock Units ("RSUs") award granted 1/17/2014 under the 2004 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2015. Each RSU is equivalent to one share of common stock upon vesting.
- F9Restricted Stock Units ("RSUs") award granted 1/23/2015 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2016. Each RSU is equivalent to one share of common stock upon vesting.