SEC Form 4 · accession 0001600781-17-000060
DMC Global Inc. · BOOM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin T Longe
Officer — President and CEO · Director
Period of report
Feb 22, 2017
Accepted (ET)
Feb 24, 2017 · 6:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000034067
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 22, 2017 | A | 20,000 | $0.00 | A | 119,484 | D | |
| Common StockF3 | Feb 22, 2017 | A | 100,000 | $0.00 | A | 219,484 | D | |
| Common Stock | holding | — | — | — | 26,500 | I | By Kevin T. Longe Revocable Trust | |
| Common StockF4 | holding | — | — | — | 50 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF5,F6 | — | Feb 22, 2017 | A | 10,000 | A | — | — | Common Stock | 10,000 | 10,000 | D |
Explanation of responses
- F1This stock award is subject to the lapse of time-based restrictions. The restrictions will lapse with respect to one-third of the shares in equal amounts on each of the first, second and third anniversaries of the grant date.
- F2Includes 25,984 shares previously reported in Table II of a Form 4 filed May 16, 2016 as deferred stock.
- F3This stock award is subject to the lapse of time-based restrictions. The restrictions will lapse with respect to one-third of the shares in equal amounts on each of the third, fourth and fifth anniversaries of the grant date.
- F4The Reporting Person disclaims beneficial ownership of these shares owned by his spouse.
- F5Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions.
- F6The number of PSUs that will vest and the number of shares of Issuer's common stock that will be awarded, if any, is contingent on the Issuer's average Adjusted EBITDA as compared to target Adjusted EBITDA and the Issuer's total shareholder return ("TSR") relative to the TSR of identified peer companies achieved over the three year period from 2017 through 2019, with potential to earn a number of shares of common stock between 0% and 200% of the number of target PSUs awarded. This PSU award will cliff vest, if at all, after the performance period ending December 31, 2019.