SEC Form 4 · accession 0000914190-18-000547
MTS SYSTEMS CORP · MTSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey A Graves
Officer — President and CEO · Director
Period of report
Dec 9, 2018
Accepted (ET)
Dec 11, 2018 · 4:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000068709
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 9, 2018 | A | 8,906 | $0.00 | A | 72,137 | D | |
| Common StockF3,F2 | Dec 9, 2018 | F | 2,726 | $47.59 | D | 69,411 | D | |
| Common StockF2 | Dec 11, 2018 | P | 2,000 | $46.80 | A | 71,411 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $64.90 | holding | — | — | — | — | Dec 4, 2020 | Common Stock | 68,241 | 68,241 | D |
| Stock Option (right to buy)F4 | $66.98 | holding | — | — | — | — | Dec 3, 2021 | Common Stock | 32,854 | 32,854 | D |
| Stock Option (right to buy)F4 | $61.74 | holding | — | — | — | — | Dec 9, 2022 | Common Stock | 61,455 | 61,455 | D |
| Stock Option (right to buy)F5 | $46.25 | holding | — | — | — | — | Apr 17, 2024 | Common Stock | 38,941 | 38,941 | D |
| Stock Option (right to buy)F6 | $52.30 | holding | — | — | — | — | Apr 17, 2025 | Common Stock | 38,934 | 38,934 | D |
| Stock Option (right to buy)F7 | $48.80 | holding | — | — | — | — | Dec 5, 2025 | Common Stock | 36,886 | 36,886 | D |
Explanation of responses
- F1Shares acquired upon vesting of performance restricted stock units ("PRSUs"). Each PRSU represents the right to receive, following vesting, one share of MTS common stock. The resulting number of shares of MTS common stock acquired upon vesting of the PRSUs is contingent upon the achievement of pre-established performance metrics, as approved by MTS's Compensation and Leadership and Development Committee, over a three-year performance period beginning on December 9, 2015 and ending on the three year anniversary of the date of grant.
- F2Includes (i) 5,405 restricted stock units that vest as to 2,703 shares on 4/17/19 and as to 2,702 shares on 4/17/20; (ii) 8,308 restricted stock units that vest as to 2,770 shares on 4/17/19 and as to 2,769 shares on each of 4/17/20 and 4/17/21; and (iii) 9,539 restricted stock units that vest as to 3,180 shares on each of 12/5/19 and 12/5/20 and as to 3,179 shares on 12/5/21.
- F3Shares withheld for payment of tax liability.
- F4Fully exercisable.
- F5Options to purchase 12,981 shares vest on 4/17/18 and options to purchase 12,980 shares vest on each of 4/17/19 and 4/17/20.
- F6Options to purchase 12,978 shares vest on each of 4/17/19, 4/17/20 and 4/17/21.
- F7Options to purchase 12,296 shares vest on 12/5/19 and options to purchase 12,295 shares vest on each of 12/5/20 and 12/5/21.