SEC Form 4 · accession 0001127602-15-006471
Snap-on Inc · SNA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J Ward
Officer — Sr VP & President - RS&I Group
Period of report
Feb 12, 2015
Accepted (ET)
Feb 17, 2015 · 5:50 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 | Feb 12, 2015 | M | 13,079 | — | A | 52,012 | D | |
| Common Stock | Feb 12, 2015 | F | 5,978 | $144.69 | D | 46,034 | D | |
| Common StockF3 | Feb 17, 2015 | S | 3,535 | $144.4679 | D | 42,499 | D | |
| Common StockF4 | Feb 17, 2015 | S | 3,566 | $144.8616 | D | 38,933 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitsF1,F5 | — | Feb 12, 2015 | A | 2,341 | A | — | — | Common Stock | 2,341 | 13,079 | D |
| Performance UnitsF1,F5 | — | Feb 12, 2015 | M | 13,079 | D | — | — | Common Stock | 13,079 | 0 | D |
| Restricted Stock UnitsF6,F5 | — | Feb 12, 2015 | A | 1,788 | A | — | — | Common Stock | 1,788 | 7,157 | D |
| Stock Option (Right to Buy)F8,F7 | $144.69 | Feb 12, 2015 | A | 42,000 | A | Feb 12, 2016 | Feb 12, 2025 | Common Stock | 42,000 | 42,000 | D |
| Performance UnitsF5,F9 | — | Feb 12, 2015 | A | 4,220 | A | — | — | Common Stock | 4,220 | 4,220 | D |
| Restricted Stock UnitsF5,F10 | — | Feb 12, 2015 | A | 4,219 | A | — | — | Common Stock | 4,219 | 4,219 | D |
| Stock Option (Right to Buy) | $41.01 | holding | — | — | — | Feb 10, 2013 | Feb 10, 2020 | Common Stock | 42,000 | 42,000 | D |
| Stock Option (Right to Buy) | $58.94 | holding | — | — | — | Feb 9, 2014 | Feb 9, 2021 | Common Stock | 42,000 | 42,000 | D |
| Stock Option (Right to Buy) | $60.00 | holding | — | — | — | Feb 8, 2015 | Feb 8, 2022 | Common Stock | 42,000 | 42,000 | D |
| Stock Option (Right to Buy)F7 | $79.04 | holding | — | — | — | Feb 13, 2014 | Feb 13, 2023 | Common Stock | 42,000 | 42,000 | D |
| Stock Option (Right to Buy)F7 | $109.43 | holding | — | — | — | Feb 13, 2015 | Feb 13, 2024 | Common Stock | 42,000 | 42,000 | D |
| Restricted Stock UnitsF5,F11 | — | holding | — | — | — | — | — | Common Stock | 7,831 | 7,831 | D |
| Performance UnitsF5,F12 | — | holding | — | — | — | — | — | Common Stock | 7,232 | 7,232 | D |
| Performance UnitsF5,F13 | — | holding | — | — | — | — | — | Common Stock | 5,370 | 5,370 | D |
Explanation of responses
- F1Based on Company performance during the 2012-2014 period, approximately 121.8% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported).
- F10The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2015. Assuming continued employment through the end of fiscal 2017, 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.
- F11The 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.
- F12If 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.
- F13If 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.
- F2Shares were withheld to cover tax withholding upon the vesting of performance units.
- F3This transaction was executed in multiple trades at prices ranging from $144.260 to $144.660. 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.
- F4This transaction was executed in multiple trades at prices ranging from $144.670 to $145.420. 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.
- F51 for 1.
- F6Based on Company performance during fiscal 2014, approximately 133.3% of the restricted stock units originally granted were earned (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number of units originally reported). Assuming continued employment through the end of fiscal 2016, the units will then vest in one installment and the shares will be issued shortly thereafter.
- F7Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
- F8This transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.
- F9If the Company achieves certain goals over the 2015-2017 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.