SEC Form 4 · accession 0001600781-19-000034
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
Ian Grieves
Officer — Pres & Gen Mgr, DynaEnergetics
Period of report
Feb 26, 2019
Accepted (ET)
Feb 28, 2019 · 7:43 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 27, 2019 | M | 2,000 | — | A | 29,438 | D | |
| Common StockF3 | Feb 27, 2019 | F | 950 | $48.23 | D | 28,488 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F5 | — | Feb 26, 2019 | A | 4,585 | A | — | — | Common Stock | 4,585 | 4,585 | D |
| Performance Share UnitsF4,F6 | — | Feb 26, 2019 | A | 2,293 | A | — | — | Common Stock | 2,293 | 2,293 | D |
| Restricted Stock UnitsF2,F1 | — | Feb 27, 2019 | M | 2,000 | D | — | — | Common Stock | 2,000 | 4,000 | D |
Explanation of responses
- F1On February 27, 2018, 6,000 RSUs were granted to the reporting person. 2,000 of these RSUs vested on February 27, 2019, another 2,000 RSUs will vested on February 27, 2020, and the remaining 2,000 RSUs will vest on February 27, 2021.
- F2Each Restricted Stock Unit ("RSU") represents the right to receive one share of the common stock of the Issuer.
- F3Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock.
- F4Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions.
- F5One-third of these RSUs will vest on each of the first, second and third anniversaries of the grant date.
- 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 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.