SEC Form 4 · accession 0001127602-15-001264
Snap-on Inc · SNA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nicholas T Pinchuk
Officer — Chairman, President and CEO · Director
Period of report
Jan 3, 2015
Accepted (ET)
Jan 6, 2015 · 6:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000091440
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 3, 2015 | M | 25,742 | — | A | 243,591 | D | |
| Common Stock | Jan 3, 2015 | F | 10,734 | $136.29 | D | 232,857 | D | |
| Common StockF5 | Jan 5, 2015 | S | 900 | $135.445 | D | 231,957 | D | |
| Common StockF6 | Jan 5, 2015 | S | 200 | $136.025 | D | 231,757 | D | |
| Common StockF7 | holding | — | — | — | 686 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F8 | — | Jan 3, 2015 | M | 25,742 | D | — | — | Common Stock | 25,742 | 0 | D |
| Stock Option (Right to Buy) | $39.35 | holding | — | — | — | Feb 16, 2008 | Feb 16, 2016 | Common Stock | 42,000 | 42,000 | D |
| Stock Option (Right to Buy) | $50.22 | holding | — | — | — | Feb 15, 2010 | Feb 15, 2017 | Common Stock | 40,000 | 40,000 | D |
| Stock Option (Right to Buy) | $51.75 | holding | — | — | — | Feb 13, 2011 | Feb 13, 2018 | Common Stock | 99,000 | 99,000 | D |
| Stock Option (Right to Buy) | $29.69 | holding | — | — | — | Feb 11, 2012 | Feb 11, 2019 | Common Stock | 120,000 | 120,000 | D |
| Stock Option (Right to Buy) | $41.01 | holding | — | — | — | Feb 10, 2013 | Feb 10, 2020 | Common Stock | 120,000 | 120,000 | D |
| Stock Option (Right to Buy) | $58.94 | holding | — | — | — | Feb 9, 2014 | Feb 9, 2021 | Common Stock | 125,000 | 125,000 | D |
| Stock Option (Right to Buy)F9 | $60.00 | holding | — | — | — | Feb 8, 2013 | Feb 8, 2022 | Common Stock | 125,000 | 125,000 | D |
| Stock Option (Right to Buy)F9 | $79.04 | holding | — | — | — | Feb 13, 2014 | Feb 13, 2023 | Common Stock | 130,000 | 130,000 | D |
| Stock Option (Right to Buy)F9 | $109.43 | holding | — | — | — | Feb 13, 2015 | Feb 13, 2024 | Common Stock | 130,000 | 130,000 | D |
| Restricted Stock UnitsF8,F10 | — | holding | — | — | — | — | — | Common Stock | 22,783 | 22,783 | D |
| Restricted Stock UnitsF8,F11 | — | holding | — | — | — | — | — | Common Stock | 15,620 | 15,620 | D |
| Performance UnitsF8,F12 | — | holding | — | — | — | — | — | Common Stock | 29,286 | 29,286 | D |
| Performance UnitsF8,F13 | — | holding | — | — | — | — | — | Common Stock | 21,037 | 21,037 | D |
| Performance UnitsF8,F14 | — | holding | — | — | — | — | — | Common Stock | 15,620 | 15,620 | D |
| Deferred Stock UnitsF7,F8,F15 | — | holding | — | — | — | — | — | Common Stock | 20,345 | 20,345 | D |
Explanation of responses
- F1The restricted stock units were earned based on Company performance during fiscal 2012 and vested in one installment based on continued employment through the end of fiscal 2014.
- F10The restricted stock units were earned based on Company performance during fiscal 2013. Assuming continued employment through the end of fiscal 2015, the units will then vest in one installment and the shares will be issued shortly thereafter.
- F11The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2014. Assuming continued employment through the end of fiscal 2016, any units earned will then vest in one installment and the shares will be issued shortly thereafter. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
- F12If the Company achieves certain goals over the 2012-2014 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
- F13If the Company achieves certain goals over the 2013-2015 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
- F14If the Company achieves certain goals over the 2014-2016 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
- F15Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
- F2Includes 2.7049 shares acquired under a dividend reinvestment plan.
- F3Shares were withheld to cover tax withholding upon the vesting of the restricted stock units.
- F4The shares were sold pursuant to a Rule 10b5-1 Plan.
- F5This transaction was executed in multiple trades at prices ranging from $135.00 to $135.855. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.
- F6This transaction was executed in multiple trades at prices ranging from $136.01 to $136.04. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.
- F7This information is based on a plan statement dated September 30, 2014.
- F81 for 1.
- F9Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.