SEC Form 4 · accession 0001127602-16-041448
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 11, 2016
Accepted (ET)
Feb 16, 2016 · 4:50 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 11, 2016 | M | 25,770 | — | A | 307,141 | D | |
| Common Stock | Feb 11, 2016 | F | 11,777 | $138.03 | D | 295,364 | D | |
| Common StockF3 | holding | — | — | — | 692 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitsF1,F4 | — | Feb 11, 2016 | A | 4,733 | A | — | — | Common Stock | 4,733 | 25,770 | D |
| Performance UnitsF1,F4 | — | Feb 11, 2016 | M | 25,770 | D | — | — | Common Stock | 25,770 | 0 | D |
| Restricted Stock UnitsF5,F4 | — | Feb 11, 2016 | A | 4,759 | A | — | — | Common Stock | 4,759 | 17,417 | D |
| Stock Option (Right to Buy)F7,F6 | $138.03 | Feb 11, 2016 | A | 135,000 | A | Feb 11, 2017 | Feb 11, 2026 | Common Stock | 135,000 | 135,000 | D |
| Performance UnitsF4,F8 | — | Feb 11, 2016 | A | 10,199 | A | — | — | Common Stock | 10,199 | 10,199 | D |
| Restricted Stock UnitsF4,F9 | — | Feb 11, 2016 | A | 10,199 | A | — | — | Common Stock | 10,199 | 10,199 | 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) | $79.04 | holding | — | — | — | Feb 13, 2016 | Feb 13, 2023 | Common Stock | 130,000 | 130,000 | D |
| Stock Option (Right to Buy)F6 | $109.43 | holding | — | — | — | Feb 13, 2015 | Feb 13, 2024 | Common Stock | 130,000 | 130,000 | D |
| Stock Option (Right to Buy)F6 | $144.69 | holding | — | — | — | Feb 12, 2016 | Feb 12, 2025 | Common Stock | 130,000 | 130,000 | D |
| Restricted Stock UnitsF4,F10 | — | holding | — | — | — | — | — | Common Stock | 20,821 | 20,821 | D |
| Performance UnitsF4,F11 | — | holding | — | — | — | — | — | Common Stock | 15,620 | 15,620 | D |
| Performance UnitsF4,F12 | — | holding | — | — | — | — | — | Common Stock | 12,658 | 12,658 | D |
| Deferred Stock UnitsF3,F4,F13 | — | holding | — | — | — | — | — | Common Stock | 20,713 | 20,713 | D |
Explanation of responses
- F1Based on Company performance during the 2013-2015 period, approximately 122.5% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported, subject to plan limits).
- F10The 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.
- F11If 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.
- F12If 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.
- F13Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
- F2Shares were withheld to cover tax withholding upon the vesting of performance units.
- F3This information is based on a plan statement dated December 31, 2015.
- F41 for 1.
- F5Based on Company performance during fiscal 2015, approximately 137.6% 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, subject to plan limits). Assuming continued employment through the end of fiscal 2017, the units will then vest in one installment and the shares will be issued shortly thereafter.
- F6Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
- F7The transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.
- F8If the Company achieves certain goals over the 2016-2018 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.
- F9The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2016. Assuming continued employment through the end of fiscal 2018, 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.