SEC Form 4 · accession 0001600781-19-000030
DMC Global Inc. · BOOM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Michelle H Shepston
Officer — Chief Legal Officer
Period of report
Feb 26, 2019
Accepted (ET)
Feb 28, 2019 · 7:40 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 | Feb 26, 2019 | A | 3,668 | $0.00 | A | 22,759 | D | |
| Common StockF2 | Feb 27, 2019 | F | 587 | $48.23 | D | 22,172 | D | |
| Common StockF3 | holding | — | — | — | 100 | 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 UnitsF4,F5 | — | Feb 26, 2019 | A | 1,834 | A | — | — | Common Stock | 1,834 | 1,834 | 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.
- F2Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock.
- F3The reporting person disclaims beneficial ownership of these shares owned by her spouse.
- F4Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions.
- F5The 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 2019 through 2021, 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, 2021.