Statement of Changes in Beneficial Ownership (4)
June 17 2021 - 5:42PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Brennan Thomas P JR |
2. Issuer Name and Ticker or Trading Symbol
CASEYS GENERAL STORES INC
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CASY
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Merch. Officer |
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(Last)
(First)
(Middle)
ONE SE CONVENIENCE BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/15/2021 |
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(Street)
ANKENY, IA 50021
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 6/15/2021 | | M | | 344 | A | $0 | 344 | D | |
| Common Stock | 6/15/2021 | | F | | 105 | D | $203.82 (1) | 239 | D | |
| Common Stock | | | | | | | | 33 (2) | I | Voting and tender rights under 401k plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security
(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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Restricted stock units (3) | (4) | 6/15/2021 | | M | | | 344 | (3) | (3) | Common Stock | 344.0 | $0 | 689 | D | |
| Restricted stock units (5) | (4) | | | | | | | (5) | (5) | Common Stock | 373.0 | | 373 | D | |
| Restricted stock units (6) | (4) | | | | | | | (6) | (6) | Common Stock | 1189.0 | | 1189 | D | |
| Restricted stock units (7) | (4) | | | | | | | (7) | (7) | Common Stock | 3163.0 | | 3163 | D | |
| Explanation of Responses: |
| (1) | Closing price of Common Stock on June 15, 2021. |
| (2) | Allocated to Mr. Brennan's 401k plan account as of April 30, 2021. Does not include any shares allocated by the plan trustee after that date. |
| (3) | Pursuant to terms and conditions of 2018 Stock Incentive Plan. The remainder of this award will vest in equal installments on June 15, 2022 and June 15, 2023. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2023, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures. |
| (4) | Each restricted stock unit represents the right to receive, following vesting, one share of Common Stock. |
| (5) | Pursuant to terms and conditions of 2018 Stock Incentive Plan. This award will vest in full on June 15, 2022. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2022, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures. |
| (6) | Pursuant to terms and conditions of 2018 Stock Incentive Plan. This award will vest in equal installments on June 15, 2022, June 15, 2023 and June 15, 2024. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2024, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures. |
| (7) | Pursuant to terms and conditions of 2018 Stock Incentive Plan and in accordance with the terms and conditions of Mr. Brennan's "make-whole award" of October 28, 2019, granted in conjunction with his commencement of employment as Casey's Chief Merchandising Officer. This award will vest in full on October 28, 2022. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Brennan Thomas P JR
ONE SE CONVENIENCE BOULEVARD
ANKENY, IA 50021 |
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| Chief Merch. Officer |
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Signatures
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| Scott Faber, under Power of Attorney dated October 17, 2019 | | 6/16/2021 |
| **Signature of Reporting Person | Date |
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