SEC Form 4 · accession 0001127602-19-008411
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
Feb 22, 2019
Accepted (ET)
Feb 26, 2019 · 4:51 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 StockF1 | Feb 22, 2019 | S | 4,257 | $23.2159 | D | 0 | D | |
| Class A Common Stock | holding | — | — | — | 82,331 | D | ||
| Class A Common StockF2 | holding | — | — | — | 441,323 | I | By H5, LP | |
| Class A Common StockF2 | holding | — | — | — | 441,323 | 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 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 2016F3 | — | holding | — | — | — | — | — | Common Stock | 3,667 | 3,667 | D |
| PRSUs 2017F4 | — | holding | — | — | — | — | — | Common Stock | 3,269 | 3,269 | D |
| PRSUs 2018F5 | — | holding | — | — | — | — | — | Common Stock | 2,753 | 2,753 | D |
| RSUs 2015F6 | — | holding | — | — | — | — | — | Common Stock | 755 | 755 | D |
| RSUs 2016F7 | — | holding | — | — | — | — | — | Common Stock | 1,736 | 1,736 | D |
| RSUs 2017F8 | — | holding | — | — | — | — | — | Common Stock | 2,625 | 2,625 | D |
| RSUs 2018F9 | — | holding | — | — | — | — | — | Common Stock | 3,000 | 3,000 | D |
| RSUs 2019F10 | — | holding | — | — | — | — | — | Common Stock | 3,400 | 3,400 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $23.17 to $23.28. 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.
- F10Restricted Stock Units ("RSUs") award granted 1/31/2019 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2020. Each RSU is equivalent to one share of common stock upon vesting.
- F2These shares are held by H5, LP, a limited partnership ("H5") and are also reported herein by Pine Hill Associates, a limited liability company ("PH"), the partnership's general partner. Mr. Haverty is a co-manager of PH and has sole voting power over these shares. Mr. Haverty disclaims beneficial ownership of shares held by H5 or PH except to the extent of his pecuniary interest therein.
- F3Performance Restricted Stock Units ("PRSUs") award granted 1/26/2016 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, 2016. This amount represents the number of performance units earned for fiscal year 2016, which were certified by the Executive Compensation and Employee Benefits Committee on 1/30/2017. The performance units vest on February 28, 2019.
- F4Performance Restricted Stock Units ("PRSUs") award granted 1/30/2017 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, 2017. This amount represents the number of performance units earned for fiscal year 2017, which were certified by the Executive Compensation and Employee Benefits Committee on 1/30/2018. The performance units vest on February 28, 2020.
- F5Performance Restricted Stock Units ("PRSUs") award granted 1/30/2018 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, 2018. This amount represents the number of performance units earned for fiscal year 2018, which were certified by the Nominating, Compensation and Governance Committee on 1/31/2019. The performance units vest on February 28, 2021.
- F6Restricted 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.
- F7Restricted Stock Units ("RSUs") award granted 1/26/2016 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2017. Each RSU is equivalent to one share of common stock upon vesting.
- F8Restricted Stock Units ("RSUs") award granted 1/30/2017 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2018. Each RSU is equivalent to one share of common stock upon vesting.
- F9Restricted Stock Units ("RSUs") award granted 1/30/2018 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2019. Each RSU is equivalent to one share of common stock upon vesting.