SEC Form 4 · accession 0001127602-15-007702
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
Feb 20, 2015
Accepted (ET)
Feb 23, 2015 · 4:34 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 Stock | Feb 20, 2015 | M | 42,000 | $39.35 | A | 293,125 | D | |
| Common StockF1 | Feb 20, 2015 | S | 12,726 | $145.3693 | D | 280,399 | D | |
| Common StockF2 | Feb 20, 2015 | S | 12,577 | $145.8623 | D | 267,822 | D | |
| Common Stock | holding | — | — | — | 687 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $39.35 | Feb 20, 2015 | M | 42,000 | D | Feb 16, 2008 | Feb 16, 2016 | Common Stock | 42,000 | 0 | 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) | $60.00 | holding | — | — | — | Feb 8, 2015 | Feb 8, 2022 | Common Stock | 125,000 | 125,000 | D |
| Stock Option (Right to Buy)F4 | $79.04 | holding | — | — | — | Feb 13, 2014 | Feb 13, 2023 | Common Stock | 130,000 | 130,000 | D |
| Stock Option (Right to Buy)F4 | $109.43 | holding | — | — | — | Feb 13, 2015 | Feb 13, 2024 | Common Stock | 130,000 | 130,000 | D |
| Stock Option (Right to Buy)F4 | $144.69 | holding | — | — | — | Feb 12, 2016 | Feb 12, 2025 | Common Stock | 130,000 | 130,000 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 22,783 | 22,783 | D |
| Restricted Stock UnitsF5,F7 | — | holding | — | — | — | — | — | Common Stock | 20,821 | 20,821 | D |
| Restricted Stock UnitsF5,F8 | — | holding | — | — | — | — | — | Common Stock | 12,658 | 12,658 | D |
| Performance UnitsF5,F9 | — | holding | — | — | — | — | — | Common Stock | 21,037 | 21,037 | D |
| Performance UnitsF5,F10 | — | holding | — | — | — | — | — | Common Stock | 15,620 | 15,620 | D |
| Performance UnitsF5,F11 | — | holding | — | — | — | — | — | Common Stock | 12,658 | 12,658 | D |
| Deferred Stock UnitsF5,F12 | — | holding | — | — | — | — | — | Common Stock | 20,425 | 20,425 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $145.02 to $145.55. 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.
- F10If 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.
- F11If 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, subject to plan limits.
- F12Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
- F2This transaction was executed in multiple trades at prices ranging from $145.56 to $146.13. 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.
- F3Exercise of Rule 16b-3 stock option.
- F4Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
- F51 for 1.
- F6The 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.
- F7The restricted stock units were earned based on Company performance during fiscal 2014. 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.
- F8The 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, subject to plan limits.
- F9If 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.