SEC Form 4 · accession 0001209191-17-003420
Kate Spade & Co · KATE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig Leavitt
Officer — CEO · Director
Period of report
Jan 9, 2017
Accepted (ET)
Jan 11, 2017 · 5:12 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 | Jan 9, 2017 | M | 70,689 | $0.00 | A | 84,497 | D | |
| Common Stock, par value $1 per share | Jan 9, 2017 | F | 31,426 | $17.81 | D | 53,071 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Staking Market Share UnitsF2,F4,F1,F3 | — | Jan 9, 2017 | M | 70,689 | D | Jan 9, 2017 | — | Common Stock, par value $1 per share | 70,689 | 140,458 | D |
Explanation of responses
- F1Staking market share units ("Staking MSUs") granted on January 7, 2014 and converted to shares of Issuer's common stock on a one-to-one basis upon vesting on January 9, 2017, in accordance with the terms of the 2014 Staking MSU award.
- F2Represents 50.328% of target. The actual number of shares of common stock that vested was contingent on the market price levels that the Issuer's common stock achieved during pre-determined intervals, with a potential payout ranging from 30% to 200% of the number of target Staking MSUs awarded.
- F3Not applicable.
- F4Each Staking MSU represents the right to receive one share of common stock based on certain vesting conditions. The number of Staking MSUs reported as beneficially owned following the reported transaction represents the target number awarded on January 7, 2014 corresponding to the second and final performance period ending on January 7, 2019.