Statement of Changes in Beneficial Ownership (4)
March 07 2016 - 12:15PM
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
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
GLASS ALAN J
|
2. Issuer Name
and
Ticker or Trading Symbol
CIRCOR INTERNATIONAL INC
[
CIR
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
VP,General Counsel & Secretary
|
(Last)
(First)
(Middle)
30 CORPORATE DR., SUITE 200
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/4/2016
|
(Street)
BURLINGTON, MA 01803-4238
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
3/4/2016
|
3/4/2016
|
M
|
|
592.00
|
A
|
(1)
|
29820.00
|
I
|
by Trust
(2)
|
Common Stock
|
3/4/2016
|
3/4/2016
|
F
|
|
188.00
|
D
|
(1)
|
29632.00
|
I
|
by Trust
(2)
|
Common Stock
|
3/4/2016
|
3/4/2016
|
M
|
|
1959.00
|
A
|
(3)
|
31591.00
|
I
|
By Trust
(2)
|
Common Stock
|
3/4/2016
|
3/4/2016
|
F
|
|
600.00
|
D
|
(3)
|
30991.00
|
I
|
By Trust
(2)
|
Common Stock
|
3/4/2016
|
3/4/2016
|
M
|
|
1598.00
|
A
|
(4)
|
32589.00
|
I
|
By Trust
(2)
|
Common Stock
|
3/4/2016
|
3/4/2016
|
F
|
|
604.00
|
D
|
(4)
|
31985.00
|
I
|
by Trust
(2)
|
Common Stock
|
3/4/2016
|
|
M
|
|
3384.00
|
A
|
$32.76
|
35369.00
|
I
|
By Trust
(2)
|
Common Stock
|
3/4/2016
|
|
S
|
|
3384.00
|
D
|
$42.66
(5)
|
31985.00
|
I
|
by Trust
(2)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
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 Unit
|
$0.00
|
3/4/2016
|
3/4/2016
|
M
|
|
|
592.00
|
3/4/2016
|
3/4/2023
|
Common Stock
|
592.00
|
(1)
|
0.00
|
D
|
|
Management Stock Purchsae
|
$0.00
|
3/4/2016
|
3/4/2016
|
M
|
|
|
1959.00
|
3/4/2016
|
3/4/2023
|
Common Stock
|
1959.00
|
(3)
|
0.00
|
D
|
|
Stock Options
|
$32.76
|
3/4/2016
|
3/4/2016
|
M
|
|
|
3384.00
|
3/5/2013
|
3/5/2022
|
Common Stock
|
3384.00
|
$0.00
|
0.00
|
D
|
|
Explanation of Responses:
|
(
1)
|
The Restricted Stock Units (RSUs), the conversion of which are reported herein, were granted to the Reporting Person by the issuer as part of equity incentive grants made by the issuer on 3/4/2013 utilizing a fair market value (FMV) of a share of the issuers stock of $42.12. The RSU grant vests in equal portions over a three year period, and are received by the Reporting Person upon vesting, on a one-for-one basis. This report reflects the final vesting of one-third portion of the original RSU grant and the acquisition by the Reporting Person of the underlying shares minus sufficient shares withheld to pay applicable income taxes.
|
(
2)
|
The shares reported as indirectly held by the reporting person are held in a revocable trust for which the reporting person and his spouse serve as both trustees and beneficiaries; as such, the total number of shares held indirectly also reflects the previous transfer of shares from the reporting person to such trust, a transaction which is exempt from the reporting requirements of Section 16 as such transaction had no effect on the reporting person's pecuniary interest in the underlying shares.
|
(
3)
|
The Restricted Stock Units (RSUs), the conversion of which are reported herein, were issued to the Reporting Person pursuant to issuers Management Stock Purchase Plan (MSPP) on 3/4/2013 utilizing a fair market value (FMV) of a share of the issuers stock of $42.12. RSUs are issued in whole units on the basis of a 33 percent discount from FMV of the issuers common stock on the date the underlying bonus ios determined ($28.22 in this case) and generally vest 3 years from date of grant, at which time they convert into shares of common stock unless the executive has previously elected a longer deferral period. Acquisition price reflects the 33% discount to FMV of issuers stock on grant date. This report reflects the acquisition by the Reporting Person of the common stock underlying the RSUs minus sufficient shares withheld to pay applicable income taxes.
|
(
4)
|
The shares issued herein to the Reporting Person by the issuer are the result of actual achievement against the metrics associated with a Performance Based RSU grant made by the issuer on 3/4/2013. These metrics consisted of targets for 2015 Return on Invested Capital and Adjusted Operating Margin with potential payouts ranging from 0% to 200%. This report reflects the acquisition of shares by the Reporting Person based on 90% achievement minus sufficient shares withheld to pay applicable income taxes.
|
(
5)
|
The reported price reflects an average price with a trading range of high of $42.71 and a low of $42.59. The reporting person will provide details regarding the sales to the issuer, the Securities and Exchange Commission or any shareholder upon request.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
GLASS ALAN J
30 CORPORATE DR.
SUITE 200
BURLINGTON, MA 01803-4238
|
|
|
VP,General Counsel & Secretary
|
|
Signatures
|
/s/ Alan J. Glass, attorney-in-fact
|
|
3/7/2016
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
CIRCOR (NYSE:CIR)
Historical Stock Chart
From Sep 2024 to Oct 2024
CIRCOR (NYSE:CIR)
Historical Stock Chart
From Oct 2023 to Oct 2024