SEC Form 4 · accession 0001140170-18-000002
GLOBAL INDUSTRIAL Co · GIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas Axmacher
Officer — VP & Controller
Period of report
Aug 3, 2018
Accepted (ET)
Aug 7, 2018 · 5:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000945114
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 3, 2018 | M | 2,500 | $8.31 | A | 0 | D | |
| Common Stock | Aug 3, 2018 | M | 6,600 | $18.73 | A | 0 | D | |
| Common Stock | Aug 3, 2018 | M | 6,325 | $12.69 | A | 0 | D | |
| Common Stock | Aug 3, 2018 | M | 8,375 | $14.04 | A | 0 | D | |
| Common Stock | Aug 3, 2018 | F | 16,140 | $38.96 | D | 0 | D | |
| Common Stock | Aug 3, 2018 | D | 7,660 | $38.96 | D | 0 | D | |
| Common Stock | Aug 3, 2018 | S | 5,004 | $39.07 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock OptionF2 | $8.31 | Aug 3, 2018 | M | 2,500 | D | — | Feb 1, 2026 | Common Stock | 2,500 | 5,000 | D |
| Employee Stock OptionF3 | $18.73 | Aug 3, 2018 | M | 6,600 | D | — | Mar 1, 2022 | Common Stock | 6,600 | 0 | D |
| Employee Stock OptionF4 | $12.69 | Aug 3, 2018 | M | 6,325 | D | — | Mar 18, 2021 | Common Stock | 6,325 | 0 | D |
| Employee Stock OptionF5 | $14.04 | Aug 3, 2018 | M | 8,375 | D | — | Aug 10, 2019 | Common Stock | 8,375 | 0 | D |
Explanation of responses
- F1Pursuant to the previously disclosed share repurchase program, the Issuer has entered into, with the approval of the Board of Directors, a privately negotiated, arm's length agreement with the filing person to repurchase an aggregate of 23,800 shares (by means of a net cashless exercise of options and net of applicable taxes) at a price equal to $38.96 per share, reflecting a 4% discount to the closing price of the Issuer's common stock on August 2, 2018. 16,140 of such shares were surrendered to the Issuer to satisfy the exercise price of each of the stock options and to satisfy withholding tax obligations and 7,660 of such shares were purchased by the Issuer pursuant to Rule 16b-3(e).
- F2The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is February 1, 2016.
- F3The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is March 1, 2012.
- F4The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is March 18, 2011.
- F5The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is August 10, 2009.