SEC Form 4 · accession 0000030625-16-000180
FLOWSERVE CORP · FLS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A Blinn
Officer — President & CEO · Director
Period of report
Aug 2, 2016
Accepted (ET)
Aug 4, 2016 · 5:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000030625
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 2, 2016 | M | 84,261 | $17.42 | A | 397,687 | D | |
| Common StockF2 | Aug 2, 2016 | S | 84,261 | $45.5021 | D | 313,426 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option | $17.42 | Aug 2, 2016 | M | 84,261 | D | Dec 14, 2009 | Dec 14, 2016 | Common Stock | 84,261 | 0 | D |
| Performance RightsF3 | — | holding | — | — | — | — | — | Common Stock | 141,350 | 141,350 | D |
Explanation of responses
- F1Mr. Blinn sold 54,150 shares of common stock in aggregate to pay for the cashless exercise of 84,261 options (reported on Table II of this Form 4) and the federal taxes associated with such exercise. Mr. Blinn also sold the remaining 30,111 shares of common stock resulting from the exercise. The options would have expired on December 14, 2016, in which event Mr. Blinn would have lost the right to acquire the shares underlying the options.
- F2The range reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $45.27 to $45.76, inclusive. The reporting person undertakes to provide Flowserve Corporation, any security holder of Flowserve Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
- F3Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and may be based on a number of factors during a three-year performance cycle which may include but is not limited to: 1) the issuer's average return on net assets ("RONA") in comparison to the RONA averages of a predetermined peer group over the performance cycle; and 2) the issuer's growth in bookings in comparison to the growth in gross domestic product of countries that are members of the Organisation for Economic Co-operation and Development over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.