SEC Form 4 · accession 0000886346-18-000077

KADANT INC · KAI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Sandra L Lambert

Officer — VP, GENERAL COUNSEL, SECRETARY

Period of report

Jul 1, 2018

Accepted (ET)

Jul 3, 2018 · 4:43 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000886346

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1	Jul 1, 2018	M	1,168	—	A	16,963	D
Common Stock	Jul 1, 2018	F	520	$96.15	D	16,443	D
Common Stock^F2	Jul 1, 2018	M	299	—	A	16,742	D
Common Stock	Jul 1, 2018	F	133	$96.15	D	16,609	D
Common Stock^F3	Jul 1, 2018	M	2,388	—	A	18,997	D
Common Stock	Jul 1, 2018	F	1,062	$96.15	D	17,935	D
Common Stock^F4	Jul 1, 2018	M	398	—	A	18,333	D
Common Stock	Jul 1, 2018	F	177	$96.15	D	18,156	D
Common Stock^F5	Jul 1, 2018	M	943	—	A	19,099	D
Common Stock	Jul 1, 2018	F	420	$96.15	D	18,679	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Restricted Stock Unit^F1	$0.00	Jul 1, 2018	M	1,168	D	—	—	Common Stock	1,168	D
Restricted Stock Unit^F2	$0.00	Jul 1, 2018	M	299	D	—	—	Common Stock	299	D
Restricted Stock Unit^F3	$0.00	Jul 1, 2018	M	2,388	D	—	—	Common Stock	2,388	D
Restricted Stock Unit^F4	$0.00	Jul 1, 2018	M	398	D	—	—	Common Stock	398	D
Restricted Stock Unit^F5	$0.00	Jul 1, 2018	M	943	D	—	—	Common Stock	943	D

Explanation of responses

F1The shares represent the settlement under a performance-based Restricted Stock Unit ("RSU") award granted March 8, 2016. Pursuant to the terms of an executive transition agreement between the reporting person and the Issuer dated September 20, 2017 ("Transition Agreement"), the vesting of the reporting person's outstanding RSUs was accelerated, such that the RSUs vested and became distributable in full on July 1, 2018, the termination date of the reporting person. The shares of common stock underlying such RSUs were converted to common stock on a one-for-one basis on the vesting date.
F2The shares represent the settlement under a time-based RSU award granted March 8, 2016. Pursuant to the terms of the Transition Agreement, the vesting of the reporting person's outstanding RSUs was accelerated, such that the RSUs vested and became distributable in full on July 1, 2018, the termination date of the reporting person. The shares of common stock underlying such RSUs were converted to common stock on a one-for-one basis on the vesting date.
F3The shares represent the settlement under a performance-based RSU award granted March 8, 2017. Pursuant to the terms of the Transition Agreement, the vesting of the reporting person's outstanding RSUs was accelerated, such that the RSUs vested and became distributable in full on July 1, 2018, the termination date of the reporting person. The shares of common stock underlying such RSUs were converted to common stock on a one-for-one basis on the vesting date.
F4The shares represent the settlement under a time-based RSU award granted March 8, 2017. Pursuant to the terms of the Transition Agreement, the vesting of the reporting person's outstanding RSUs was accelerated, such that the RSUs vested and became distributable in full on July 1, 2018, the termination date of the reporting person. The shares of common stock underlying such RSUs were converted to common stock on a one-for-one basis on the vesting date.
F5The shares represent the settlement under a time-based RSU award granted March 7, 2018. Pursuant to the terms of the Transition Agreement, the vesting of the reporting person's outstanding RSUs was accelerated, such that the RSUs vested and became distributable in full on July 1, 2018, the termination date of the reporting person. The shares of common stock underlying such RSUs were converted to common stock on a one-for-one basis on the vesting date.

Remarks

Exhibit 24 - Power of Attorney