Initial Statement of Beneficial Ownership (3)
August 02 2019 - 2:18PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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KIMMELL JOSEPH A.
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/30/2019
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3. Issuer Name
and
Ticker or Trading Symbol
Skyline Champion Corp [SKY]
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(Last)
(First)
(Middle)
C/O SKYLINE CHAMPION CORPORATION, 2520 BY-PASS ROAD
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
EVP /
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(Street)
ELKHART, IN 46515
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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40119
(1)
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D
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Common Stock
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3334
(2)
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D
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Common Stock
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5833
(3)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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(4)
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1/3/2029
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Common Stock
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3889
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$15.00
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D
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Explanation of Responses:
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(1)
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The reporting person holds 36,122 shares of common stock of the Issuer that, subject to the reporting person's continuous employment with the company, vest at 50% per year on each of the first and second anniversaries of a secondary offering of the Issuer shares. The unvested shares of common stock described in the immediately preceding sentence will vest in full upon a change of control of the Issuer, subject to the reporting person's continuous employment with the Issuer through the change in control date.
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(2)
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Represents restricted stock units ("RSUs") granted to the Reporting Person under the Issuer's 2018 Equity Incentive Plan. Each RSU represents the
contingent right to receive one share of Common Stock. Subject to the terms of the award agreement evidencing the grant of the RSUs, the RSUs vest in full
on July 30, 2020, provided that the Reporting Person remains in continuous service with the Issuer through the vesting date.
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(3)
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Represents performance-based restricted stock units ("PRSUs") granted to the Reporting Person under the Issuer's 2018 Equity Incentive Plan. Each PRSU represents the contingent right to receive one share of Common Stock. Subject to the terms of the award agreement evidencing the grant of the PRSUs, vesting of a percentage of the PRSUs (including up to 150%) is dependent on the Issuer's total shareholder return from July 1, 2018 through July 1, 2021 relative to the total shareholder return of certain other companies over that same time period, provided that the Reporting Person remains in continuous service with the Issuer through each vesting date.
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(4)
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The stock option vested as to one-third of the shares subject to the stock option on July 1, 2019. The remaining shares subject to the stock option will vest as to one-third of the shares on each of July 1, 2020 and July 1, 2021, provided that the Reporting Person remains in continuous service with the Issuer through each vesting date.
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Remarks:
Exhibit 24.1 - Power of Attorney
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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KIMMELL JOSEPH A.
C/O SKYLINE CHAMPION CORPORATION
2520 BY-PASS ROAD
ELKHART, IN 46515
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EVP
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Signatures
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/s/ Caren A. Ries, Attorney-in-Fact
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8/2/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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