03/11/2025 | Press release | Distributed by Public on 03/11/2025 14:19
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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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 | ||||||||
Restricted Stock Units | (4) | 03/09/2025 | M | 25,678 | (5) | (5) | Common Stock | 25,678 | $ 0 | 0 | D | ||||
Performance Stock Units | (6) | (6) | (6) | Common Stock | 18,254 | 18,254 | D | ||||||||
Restricted Stock Units | (4) | (7) | (7) | Common Stock | 4,056 | 4,056 | D | ||||||||
Performance Stock Units | (8) | (8) | (8) | Common Stock | 13,253 | 13,253 | D | ||||||||
Restricted Stock Units | (4) | (9) | (9) | Common Stock | 5,890 | 5,890 | D | ||||||||
Performance Stock Units | (10) | (10) | (10) | Common Stock | 14,140 | 14,140 | D | ||||||||
Restricted Stock Units | (4) | (11) | (11) | Common Stock | 9,427 | 9,427 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MORTON KRISTINA M C/O API GROUP CORP 1100 OLD HIGHWAY 8 NW NEW BRIGHTON, MN 55112 |
SVP and Chief People Officer |
/s/ Louis B. Lambert, Attorney-in-Fact | 03/11/2025 | |
**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) | On March 9, 2025, 25,678 of the Reporting Person's restricted stock units were settled for an equal number of shares of the Issuer's Common Stock. |
(2) | Shares withheld for tax liability. |
(3) | These shares are held in the Reporting Person's account under the Issuer's Profit Sharing & 401(k) Plan. |
(4) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. |
(5) | These restricted stock units vest in equal installments on March 9, 2023, March 9, 2024 and March 9, 2025. |
(6) | Represents an award of performance stock units (the "2023 PSUs"). The 2023 PSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned will vest 100% on December 31, 2025. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2023 PSUs, which are not a derivative security. |
(7) | These restricted stock units vest in equal installments on February 27, 2024, February 27, 2025, and February 27, 2026. |
(8) | Represents an award of performance stock units (the "2024 PSUs"). The 2024 PSUs will have a performance period beginning January 1, 2024 and ending December 31, 2026 and to the extent earned will vest 100% on December 31, 2026. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2024 PSUs, which are not a derivative security. |
(9) | These restricted stock units vest in equal installments on March 1, 2025, March 1, 2026, and March 1, 2027. |
(10) | Represents an award of performance stock units (the "2025 PSUs"). The 2025 PSUs will have a performance period beginning January 1, 2025 and ending December 31, 2027. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2025 PSUs, which are not a derivative security. |
(11) | These restricted stock units vest in equal installments on March 1, 2026, March 1, 2027, and March 1, 2028. |