SEC Form 4 · accession 0000899243-16-035194
CECO ENVIRONMENTAL CORP · CECO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason Dezwirek
Director · 10% Owner
Period of report
Dec 8, 2016
Accepted (ET)
Dec 9, 2016 · 7:31 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000003197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 8, 2016 | X | 250,000 | $9.07 | A | 2,869,906 | I | By Icarus Investment Corp. |
| Common StockF1 | Dec 8, 2016 | D | 160,360 | $14.14 | D | 2,709,546 | I | By Icarus Investment Corp. |
| Common Stock | holding | — | — | — | 1,377,974 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F1 | $9.07 | Dec 8, 2016 | X | 250,000 | D | Dec 28, 2006 | Dec 28, 2016 | Common Stock | 250,000 | 0 | I |
Explanation of responses
- F1Filer is an officer of Icarus Investment Corp. ("Icarus") and disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- F2On December 8, 2016, Icarus exercised in full a warrant to purchase 250,000 shares of common stock of CECO Environmental Corp. ("CECO") for $9.07 per share. Icarus paid the exercise price on a cashless basis pursuant to the terms of the warrant agreement governing the warrant, resulting in CECO's withholding of 160,360 of the warrant shares to pay the exercise price and issuing to Icarus the remaining 89,640 of the warrant shares. The payment of the exercise price of the warrant on a cashless basis was previously approved by the Compensation Committee of the Board of Directors of CECO for purposes of Rule 16b-3(e) under the Securities Exchange Act of 1934.