SEC Form 4 · accession 0001140361-16-047011
PENTAIR plc · PNR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randall J Hogan
Officer — Chairman & Chief Exec. Officer · Director
Period of report
Jan 4, 2016
Accepted (ET)
Jan 6, 2016 · 7:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000077360
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Oct 12, 2015 | G | 12,901 | $0.00 | D | 16,708 | I | By GRAT |
| Common Shares | Dec 9, 2015 | G | 61,762 | $0.00 | D | 75,124 | D | |
| Common SharesF1,F5 | Dec 9, 2015 | G | 61,762 | $0.00 | A | 238,441 | I | By Trust |
| Common Shares - Restricted Stock UnitsF3 | Jan 4, 2016 | A | 67,641 | $0.00 | A | 214,583 | D | |
| Common SharesF3 | Jan 4, 2016 | F | 32,215 | $49.28 | D | 123,929 | D | |
| Common SharesF5 | holding | — | — | — | 9,941 | I | By GRAT | |
| Common Shares - Deferral PlanF7,F6 | holding | — | — | — | 57,829 | I | Plan Agent | |
| Common Shares - ESOPF7 | holding | — | — | — | 1,990 | I | By ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F9 | $49.28 | Jan 4, 2016 | A | 325,152 | A | Jan 4, 2017 | Jan 4, 2026 | Common Shares | 325,152 | 325,152 | D |
Explanation of responses
- F1Since the date of the reporting person's last ownership form, 6,826 shares previously reported as indirectly beneficially owned by GRAT have been transferred and are now indirectly beneficially owned by Trust.
- F2Restricted stock units granted pursuant to and subject to a vesting condition of the Pentair plc 2012 Stock and Incentive Plan. Each restricted stock unit represents a right to receive one share of Pentair plc common shares upon vesting.
- F3End-of-period holdings reflect the vesting of restricted stock units that were previously reported.
- F4Shares surrendered to pay taxes applicable to vesting of restricted stock units.
- F5Since the date of the reporting person's last ownership form, 9,941 shares previously reported as indirectly beneficially owned by Trust have been contributed to a grantor retained annuity trust.
- F6Shares of Pentair, Inc. common stock will be delivered to the reporting person in accordance with their irrevocable deferral election.
- F7End-of-period holdings include shares acquired under a dividend reinvestment plan in exempt transaction not required to be reported pursuant to Section 16(a).
- F8Employee stock option granted under the Pentair Ltd. 2012 Stock and Incentive Plan.
- F9One-third of the stock options become exercisable on the first, second, and third anniversary of the grant.