SEC Form 4 · accession 0001179110-16-032452
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 3, 2016
Accepted (ET)
Dec 6, 2016 · 3:27 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 3, 2016 | M | 2,508 | $0.00 | A | 21,488 | D | |
| Common StockF3 | Dec 3, 2016 | F | 843 | $53.75 | D | 20,645 | D | |
| Common StockF4 | Dec 4, 2016 | M | 3,487 | $0.00 | A | 24,132 | D | |
| Common StockF3 | Dec 4, 2016 | F | 1,172 | $53.75 | D | 22,960 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock UnitF5,F6 | — | Dec 3, 2016 | M | 2,670 | D | Dec 3, 2016 | — | Common Stock | 2,508 | 0 | D |
| Employee Restricted Stock UnitF7,F8 | — | Dec 4, 2016 | M | 3,487 | D | Dec 4, 2014 | — | Common Stock | 3,487 | 0 | D |
Explanation of responses
- F1Shares acquired on vesting of performance restricted stock units ("PRSUs").
- F2Includes 261.6466 shares acquired on June 30, 2016 pursuant to the Employee Stock Purchase Plan.
- F3Shares withheld for payment of tax liability.
- F4Shares acquired on vesting of restricted stock units ("RSUs").
- F5Each 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 the Company's Compensation and Leadership and Development Committee, over a two-year performance period beginning on December 3, 2014 and ending on the two year anniversary of the date of grant.
- F6As a result of the below target performance against the specific performance goal, 2,508 of the 2,670 PRSUs originally granted vested and were settled in an equal number of shares of MTS common stock. The remaining 162 PRSUs were forfeited.
- F7Each RSU represents the right to receive, following vesting, one share of MTS common stock.
- F8The RSUs vest in three equal annual installments commencing on December 4, 2014.