Statement of Changes in Beneficial Ownership (4)
January 05 2022 - 4:10PM
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
*
Wijnand Hansbart |
2. Issuer Name and Ticker or Trading Symbol
TEMPUR SEALY INTERNATIONAL, INC.
[
TPX
]
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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) EVP, INTERNATIONAL |
(Last)
(First)
(Middle)
C/O TEMPUR SEALY INTERNATIONAL, INC., 1000 TEMPUR WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/3/2022 |
(Street)
LEXINGTON, KY 40511
(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 | 1/3/2022 | | M | | 14040 | A | $0 (1) | 14040 | D | |
Common Stock | 1/3/2022 | | F | | 6599 | D | $47.39 | 7441 | D | |
Common Stock | 1/3/2022 | | M | | 1752 | A | $0 (1) | 9193 | D | |
Common Stock | 1/3/2022 | | F | | 824 | D | $47.39 | 8369 | D | |
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 |
Performance Restricted Stock Units | $0.0 (1) | 1/3/2022 | | M | | | 14040 | (2) | (2) | Common Stock | 14040.0 | $0 | 28032 | D | |
Restricted Stock Units | $0.0 (1) | 1/3/2022 | | M | | | 1752 | (3) | (3) | Common Stock | 1752.0 | $0 | 3504 | D | |
Explanation of Responses: |
(1) | Performance restricted stock units and restricted stock units convert into common stock on a one-for-one basis. |
(2) | On February 4, 2021, the Compensation Committee of the Board of Directors determined that the maximum performance condition for the performance restricted stock units (PRSUs) granted on January 3, 2020 was achieved. The PRSUs vest in approximately three equal installments on January 3, 2022, 2023 and 2024 and have been adjusted to reflect the 4-for-1 stock split, which occurred on November 24, 2020. |
(3) | On January 3, 2020, the reporting person was granted 7,012 restricted stock units (RSUs). Pursuant to the award agreement, one installment of 1,756 RSUs vested and were distributed to the reporting person on January 3, 2021. The remaining three installments of 1,752 RSUs each vest on January 3, 2022, 2023 and 2024, respectively. The RSUs have been adjusted to reflect the 4-for-1 stock split, which occurred on November 24, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Wijnand Hansbart C/O TEMPUR SEALY INTERNATIONAL, INC. 1000 TEMPUR WAY LEXINGTON, KY 40511 |
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| EVP, INTERNATIONAL |
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Signatures
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/s/ Bhaskar Rao, Attorney-in-Fact | | 1/5/2022 |
**Signature of Reporting Person | Date |
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