SEC Form 4 · accession 0001209191-18-045973
PATTERSON COMPANIES, INC. · PDCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin M Pohlman
Officer — President - Animal Health
Period of report
Aug 7, 2018
Accepted (ET)
Aug 9, 2018 · 1:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000891024
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4 | Aug 7, 2018 | F | 51 | $22.625 | D | 72,636 | D | |
| Common StockF5 | holding | — | — | — | 388 | 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 OptionsF6 | $22.48 | holding | — | — | — | Jul 1, 2021 | Jul 1, 2028 | Common Stock | 13,345 | 13,345 | D |
| Employee Stock OptionsF7 | $39.23 | holding | — | — | — | Aug 7, 2020 | Aug 7, 2027 | Common Stock | 5,539 | 5,539 | D |
| Employee Stock OptionsF8 | $47.51 | holding | — | — | — | Jul 1, 2020 | Jul 1, 2027 | Common Stock | 13,935 | 13,935 | D |
Explanation of responses
- F1Represents shares of common stock withheld for payment of taxes incurred upon the lapse of restrictions on restricted stock units issued pursuant to the Patterson Companies, Inc. 2015 Omnibus Incentive Plan ("Plan").
- F2Includes 9,650 Restricted Stock Units ("RSUs") awarded on 9/21/2015, 7/1/2016, 7/1/2017, 8/7/2017 and 7/1/2018 to Reporting Person pursuant to the Plan. The RSUs vest contingent upon continued employment as follows: 313 units vest on 9/21/2018, 1,879 units in aggregate vest on 7/1/2019, 191 units vest on 8/7/2019, 313 units vest on 9/21/2019, 1,879 units in aggregate vest on 7/1/2020, 191 units vest on 8/7/2020, 314 units vest on 9/21/2020, 1,881 units in aggregate vest on 7/1/2021, 191 units vest on 8/7/2021, 1,417 units vest on 7/1/2022, 191 units vest on 8/7/2022 and 890 units vest on 7/1/2023.
- F3Includes 4,467 shares acquired pursuant to Reporting Person's participation in the Patterson Companies, Inc. Capital Accumulation Plan in the years 2016 and 2017 and remain subject to the terms of such plan.
- F4Includes 56,255 RSUs awarded on 6/11/2018 to Reporting Person pursuant to a Restrictive Covenants, Severance and Change in Control Agreement between Patterson Companies, Inc. and the Reporting Person. Each RSU represents a right to receive one share of common stock upon vesting. The RSUs are issued under the Plan and will vest, contingent upon continued employment, 25% on 6/11/2019, 25% on 6/11/2020 and 50% on 6/11/2021.
- F5Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan (ESOP) account through June 30, 2018.
- F6Stock options granted pursuant to the Plan on 7/1/2018.
- F7Stock option granted pursuant to the Plan on 8/7/2017.
- F8Stock option granted pursuant to the Plan on 7/1/2017.