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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance Stock Units | $ 0 (1) | 08/23/2014 | M | 42,792 | (1) | (1) | Common Stock, Par Value $1.00 | 42,792 | $ 0 | 0 | D | ||||
Performance Stock Units | $ 0 (1) | 08/23/2014 | M | 40,118 | (1) | (1) | Common Stock, Par Value $1.00 | 40,118 | $ 0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $ 71.02 | 08/23/2014 | A | 138,000 | 08/23/2017(4) | 08/23/2024 | Common Stock, Par Value $1.00 | 138,000 | $ 0 | 138,000 | D | ||||
Performance Stock Units | $ 0 (5) | 08/23/2014 | A | 30,100 | (5) | (5) | Common Stock, Par Value $1.00 | 30,100 | $ 0 | 30,100 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brown William M HARRIS CORPORATION 1025 W. NASA BOULEVARD MELBOURNE, FL 32919 |
Chairman, President, and CEO |
By: /s/ Scott T. Mikuen, Attorney-in-Fact, For: William M. Brown | 08/26/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This transaction represents the settlement of vested performance stock units in shares of common stock. These were performance stock units granted on 11/1/11 that vested on 6/27/14 and were paid in shares of common stock on 8/23/14. Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant was previously reported. |
(2) | Increase in vested performance stock units granted 11/1/11 based upon performance stock unit payout formula resulting in an additional payment in shares of common stock on 8/23/14. |
(3) | Shares withheld by company to pay tax liability on vesting and payout of performance stock units previously awarded. |
(4) | Of the 138,000 options granted on this 8/23/14 stock option, 46,000 options become exercisable on 8/23/15, an additional 46,000 options become exercisable on 8/23/16, and the remaining 46,000 options become exercisable on 8/23/17. |
(5) | Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock. Performance stock units are subject to future adjustment; performance period started 6/28/14. The 30,100 performance stock units will vest on 6/30/17. Vested shares are subject to future adjustment and will be delivered to the reporting person within two and one-half months of vesting. |
Remarks: Exhibit List: Exhibit 24 - Power of Attorney |