SEC Form 4 · accession 0001127602-19-006429
SENSIENT TECHNOLOGIES CORP · SXT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen J Rolfs
Officer — Senior VP & CFO
Period of report
Feb 14, 2019
Accepted (ET)
Feb 15, 2019 · 6:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000310142
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 14, 2019 | M | 2,655 | $0.00 | A | 97,737 | D | |
| Common Stock | Feb 14, 2019 | F | 1,327 | $62.54 | D | 96,410 | D | |
| Common StockF3 | holding | — | — | — | 4,426 | I | ESOP | |
| Common StockF4 | holding | — | — | — | 1,827 | I | Savings Plan | |
| Common StockF5 | holding | — | — | — | 1,374 | I | Supplemental Benefit Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitF6,F7 | — | Feb 14, 2019 | M | 2,655 | D | — | — | Common Stock | 13,900 | 0 | D |
| Performance Stock UnitF6,F8 | — | holding | — | — | — | — | — | Common Stock | 11,600 | 11,600 | D |
| Performance Stock UnitF6,F9 | — | holding | — | — | — | — | — | Common Stock | 11,700 | 11,700 | D |
| Performance Stock UnitF6,F10 | — | holding | — | — | — | — | — | Common Stock | 14,600 | 14,600 | D |
Explanation of responses
- F1Represents vesting of performance stock units at 19.1% of the target award amount and conversion to shares of Issuer's Common Stock.
- F10Represents grant of performance stock units under Issuer's 2017 Stock Plan. The award is eligible to vest following a three-year performance period (from January 1, 2019 through December 31, 2021) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBITDA growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 150% of the target award amount.
- F2Shares were withheld to cover tax withholding in connection with the vesting of prior performance stock unit grant.
- F3Represents shares held in Issuer's ESOP as of the end of the month immediately preceding this filing.
- F4Represents shares held in Issuer's Savings Plan as of the end of the month immediately preceding this filing.
- F5Represents shares held in Issuer's Supplemental Benefit Plan as of the end of the month immediately preceding this filing.
- F6Each performance stock unit represents a contingent right to receive one share of Issuer's Common Stock.
- F7Performance stock units vested at 19.1% of the target award amount upon the Issuer's achievement of certain performance criteria based on EBIT growth and return on invested capital during a three-year performance period.
- F8Represents grant of performance stock units under Issuer's 2007 Stock Plan. The award is eligible to vest following a three-year performance period (from January 1, 2017 through December 31, 2019) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBIT growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 150% of the target award amount.
- F9Represents grant of performance stock units under Issuer's 2017 Stock Plan. The award is eligible to vest following a three-year performance period (from January 1, 2018 through December 31, 2020) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBIT growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 150% of the target award amount.