SEC Form 4 · accession 0001209191-16-107191
Kate Spade & Co · KATE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George Carrara
Officer — President & COO
Period of report
Mar 4, 2016
Accepted (ET)
Mar 8, 2016 · 8:34 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000352363
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $1 per share | Mar 4, 2016 | M | 7,018 | $0.00 | A | 20,831 | D | |
| Common Stock, par value $1 per share | Mar 4, 2016 | F | 2,566 | $23.28 | D | 18,265 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Market Share UnitsF3,F1,F2 | — | Mar 4, 2016 | M | 7,018 | D | Mar 4, 2016 | — | Common Stock, par value $1 per share | 7,018 | 12,247 | D |
Explanation of responses
- F1Market share units ("MSUs") granted on March 3, 2014 and converted to an equal number of shares of Issuer's common stock upon vesting on March 4, 2016, in accordance with the terms of the 2014 MSU award.
- F2Not applicable.
- F3Each MSU represents the right to receive one share of common stock based on certain vesting conditions. The number of MSUs reported as beneficially owned following the reported transaction represents 50% of the target number awarded on March 3, 2014. The actual number of shares of common stock that may vest is contingent on the market price levels that the Issuer's common stock achieves during pre-determined intervals, with a potential payout ranging from 30% to 200% of the number of target MSUs awarded. The remainder of this 2014 MSU award will vest after the performance period ending on March 3, 2017.