SEC Form 4 · accession 0001246360-16-004866
MCGRATH RENTCORP · MGRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce Michael Buckland
Officer — VP & Division Manager
Period of report
Feb 29, 2016
Accepted (ET)
Mar 2, 2016 · 9:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000752714
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 29, 2016 | M | 1,200 | $0.00 | A | 6,115 | D | |
| Common StockF4 | Feb 29, 2016 | F | 392 | $24.60 | D | 5,723 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF2 | $24.60 | Feb 29, 2016 | A | 38,100 | A | Mar 1, 2017 | Mar 1, 2023 | Common Stock | 38,100 | 38,100 | D |
| Restricted Stock UnitsF3 | $0.00 | Feb 29, 2016 | M | 1,200 | D | — | Feb 25, 2018 | Common Stock | 1,200 | 0 | D |
| Restricted Stock UnitsF6 | $0.00 | Feb 29, 2016 | J | 2,900 | D | — | Feb 25, 2020 | Common Stock | 2,900 | 0 | D |
Explanation of responses
- F1Shares acquired upon vesting of performance based RSUs. Each vested RSU converts into 200% of one share of McGrath RentCorp common stock.
- F220% vests on first anniversary of grant date; 5% vests each anniversary quarter thereafter.
- F3The RSUs vest 60% at the end of the three-year performance period if the performance goal is satisfied; then 20% vests each anniversary thereafter. The conversion price of the RSUs was based on the closing price of McGrath RentCorp common stock on February 29, 2016 and therefore such date is determined to be the date exercisable.
- F4Of the 5,723 shares reported, Mr. Buckland has voting and dispositive powers over 2,803 shares. He has voting powers over the remaining shares with the dispositive powers for such shares being held by his former spouse pursuant to the terms of a domestic order.
- F5Forfeiture of performance based RSUs awarded on 2/25/2013.
- F6The RSUs are subject to a performance based vesting component at the end of a three-year performance period.