SEC Form 4/A · accession 0001127602-16-052776
HAVERTY FURNITURE COMPANIES INC · HVT
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
Clarence H Smith
Officer — Chairman, President & CEO · Director
Period of report
May 8, 2016
Accepted (ET)
May 19, 2016 · 12:46 pm EDT
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 StockF1 | Feb 29, 2016 | G | 1,351 | $0.00 | D | 51,381 | D | |
| Common Stock | Feb 29, 2016 | G | 1,351 | $0.00 | A | 28,338 | I | By Spouse |
| Common Stock | May 8, 2016 | M | 970 | $0.00 | A | 52,351 | D | |
| Common Stock | May 8, 2016 | M | 1,422 | $0.00 | A | 53,773 | D | |
| Common Stock | May 8, 2016 | M | 3,700 | $0.00 | A | 57,473 | D | |
| Common Stock | May 8, 2016 | M | 3,000 | $0.00 | A | 60,473 | D | |
| Common Stock | May 8, 2016 | F | 3,034 | $18.29 | D | 57,439 | D | |
| Class A Common StockF1 | holding | — | — | — | 87,036 | D | ||
| Class A Common Stock | holding | — | — | — | 1,950 | I | By Spouse | |
| Class A Common StockF2 | holding | — | — | — | 603,497 | I | By Villa Clare, LP | |
| Class A Common StockF2 | holding | — | — | — | 603,497 | I | By West Wesley, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| PRSUs 2014.1F3 | — | May 8, 2016 | M | 970 | D | — | — | Common Stock | 970 | 0 | D |
| PRSUs 2015.1F4 | — | May 8, 2016 | M | 1,422 | D | — | — | Common Stock | 1,422 | 0 | D |
| RSUs 2012F5 | — | May 8, 2016 | M | 3,700 | D | — | — | Common Stock | 3,700 | 0 | D |
| RSUs 2013F6 | — | May 8, 2016 | M | 3,000 | D | — | — | Common Stock | 3,000 | 3,000 | D |
| Phantom StockF7 | $0.00 | May 9, 2016 | A | 76 | A | — | — | Common Stock | 76 | 3,748 | D |
| PRSUs 2014F8 | — | holding | — | — | — | — | — | Common Stock | 6,447 | 6,447 | D |
| PRSUs 2015F9 | — | holding | — | — | — | — | — | Common Stock | 13,152 | 13,152 | D |
| Stock Appreciation RightsF10 | $18.14 | holding | — | — | — | — | Jan 24, 2020 | Common Stock | 22,000 | 22,000 | D |
Explanation of responses
- F1This amount includes an adjustment due to a clerical error.
- 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 Villa Clare, LP, a limited partnership ("VC") and are also reported herein by West Wesley, LLC, a limited liability company ("WW"), the partnership's general partner. Mr. Smith is the sole manager of WW. Mr. Smith disclaims beneficial ownership of shares held by VC or WW except to the extent of his pecuniary interest therein.
- F3Performance Restricted Stock Units ("PRSUs") award granted 1/17/2014 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the Company's sales performance for each of the four years 2014 - 2017. This amount represents the number of performance units earned for fiscal 2015, which were certified by the Executive Compensation and Employee Benefits Committee on 1/26/2016 and will vest on May 8, 2016.
- F4Performance Restricted Stock Units ("PRSUs") award granted 1/23/2015 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the Company's sales performance for each of the four years 2015 -2018. This amount represent the number of performance units earned for fiscal 2015, which were certified by the Executive Compensation and Employee Benefits Committee on 1/26/2016 and will vest on May 8, 2016.
- F5Restricted 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.
- F6Restricted 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.
- F7Deferred under Directors' Deferred Compensation Plan. Settlement will occur upon the earlier to occur of (i) termination of service on the Board of Directors, or (ii) death.
- F8Performance Restricted Stock Units ("PRSUs") award granted 1/17/2014 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the EBITDA for the year ended December 31, 2014. This amount represents the number of performance units earned for fiscal year 2014, which were certified by the Executive Compensation and Employee Benefits Committee on 1/23/2015. The performance units vest on February 28, 2017.
- F9Performance Restricted Stock Units ("PRSUs") award granted 1/23/2015 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the EBITDA for the year ended December 31, 2015. This amount represents the number of performance units earned for fiscal year 2015, which were certified by the Executive Compensation and Employee Benefits Committee on 1/26/2016. The performance units vest on February 28, 2018.