SEC Form 4 · accession 0000098246-18-000116
TIFFANY & CO · TIF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Joseph Kowalski
Director
Period of report
Feb 23, 2018
Accepted (ET)
Feb 27, 2018 · 4:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000098246
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock $.01 ParF1 | Feb 23, 2018 | M | 43,615 | $83.23 | A | 117,900 | D | |
| Common Stock $.01 ParF2,F1 | Feb 23, 2018 | S | 39,809 | $104.1083 | D | 78,091 | D | |
| Common Stock $.01 Par | holding | — | — | — | 30,585 | I | By Trust | |
| Common Stock $.01 Par | holding | — | — | — | 7,000 | I | By Kowalski Family Foundation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5,F3,F4 | $83.23 | Feb 23, 2018 | M | 43,615 | D | Feb 15, 2018 | — | Common Stock $.01 Par | 43,615 | 0 | D |
Explanation of responses
- F1Includes 2,688 restricted stock units, 2,117 of which are vested, and 571 of which will vest on the earlier of November 16, 2018, or the termination of the reporting person's service as a director due to death or disability.
- F2The price in Column 4 is a weighted average price. The price actually received ranged from $103.9850 to $104.2000 per share. The reporting person's broker has provided to the issuer and the issuer will provide any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
- F3Option granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on February 15, 2017. The option vested in full on February 15, 2018.
- F4The expiration date shall be the earlier of (i) the five-year anniversary of the date on which the reporting person's employment as Interim Chief Executive Officer terminates and (ii) February 15, 2027. The reporting person stepped down from his role as Interim Chief Executive Officer as of October 2, 2017.
- F5Total grant 43,615 shares. 0 shares previously exercised.