SEC Form 4 · accession 0001209191-19-001852
PATTERSON COMPANIES, INC. · PDCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Les B Korsh
Officer — VP, General Counsel
Period of report
Jan 2, 2019
Accepted (ET)
Jan 4, 2019 · 3:36 pm EST
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,F5 | Jan 2, 2019 | A | 3,765 | $14.74 | A | 87,247 | D | |
| Common StockF2,F4,F5,F7 | Jan 2, 2019 | F | 374 | $20.09 | D | 86,873 | D | |
| Common StockF8 | holding | — | — | — | 678 | 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 OptionsF9 | $22.48 | holding | — | — | — | Jul 1, 2021 | Jul 1, 2028 | Common Stock | 14,179 | 14,179 | D |
| Employee Stock OptionsF10 | $47.51 | holding | — | — | — | Jul 1, 2020 | Jul 1, 2027 | Common Stock | 11,845 | 11,845 | D |
| Employee Stock OptionsF11 | $48.47 | holding | — | — | — | Jul 1, 2019 | Jul 1, 2026 | Common Stock | 10,379 | 10,379 | D |
| Employee Stock OptionsF12,F13 | $56.66 | holding | — | — | — | — | Jul 1, 2025 | Common Stock | 25,000 | 25,000 | D |
Explanation of responses
- F1Shares acquired by Reporting Person pursuant to the Patterson Companies, Inc. Capital Accumulation Plan.
- F10Stock options granted pursuant to the Plan on 7/1/2017.
- F11Stock options granted pursuant to the Plan on 7/1/2016.
- F12Stock options granted pursuant to the Patterson Companies, Inc. Amended and Restated Equity Incentive Plan on 7/1/2015.
- F13Options are exercisable as follows: 25% on 7/1/2018, 25% on 7/1/2019 and 50% on 7/1/2020.
- F2Includes 1,395 shares of restricted stock awarded in the years 2014 through 2015 to Reporting Person, which vest, contingent upon continued employment as follows: 887 shares vest on 7/1/2019 and 508 shares vest on 7/1/2020.
- F3Includes 2,921 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 7,568 Restricted Stock Units ("RSUs") awarded on 7/1/2016, 7/1/2017 and 7/1/2018 to Reporting Person pursuant to the Plan. The RSUs vest contingent upon continued employment as follows: 1,743 units in aggregate vest on 7/1/2019, 1,743 units in aggregate vest on 7/1/2020, 1,743 units in aggregate vest on 7/1/2021, 1,393 units in aggregate vest on 7/1/2022 and 946 units vest on 7/1/2023.
- F5Includes 67,506 RSUs awarded 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 Patterson Companies, Inc. 2015 Omnibus Incentive Plan ("Plan") and will vest, contingent upon continued employment, 25% on 6/11/2019, 25% on 6/11/2020 and 50% on 6/11/2021.
- F6Shares withheld for taxes incurred upon the lapse of restrictions on restricted stock issued pursuant to the Patterson Companies, Inc. Capital Accumulation Plan.
- F7Includes 5,647 shares acquired pursuant to Reporting Person's participation in the Patterson Companies, Inc. Capital Accumulation Plan in the years 2017 and 2018 and remain subject to the terms of such plan.
- F8Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan (ESOP) account through December 31, 2018.
- F9Stock options granted pursuant to the Plan on 7/1/2018.