Statement of Changes in Beneficial Ownership (4)
May 17 2021 - 5:54PM
Edgar (US Regulatory)
FORM 4
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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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3235-0287
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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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WEST EDWARD H |
2. Issuer Name and Ticker or Trading Symbol
Cardtronics plc
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CATM
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer |
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(Last)
(First)
(Middle)
2050 W SAM HOUSTON PARKWAY S, SUITE #1300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/13/2021 |
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(Street)
HOUSTON, TX 77042
(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 | 5/13/2021 | | M | | 900 | A | $31.99 | 529431 | D | |
| Common Stock | 5/13/2021 | | S | | 900 (1) | D | $38.92 | 528531 | D | |
| Common Stock | 5/14/2021 | | M | | 724 | A | $31.99 | 529255 | D | |
| Common Stock | 5/14/2021 | | S | | 724 (1) | D | $38.92 | 528531 | 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 |
| Stock Options | $31.99 | 5/13/2021 | | M | | | 900 | (2) | 3/14/2029 | Common Stock | 900 | $0 | 67631 | D | |
| Stock Options | $31.99 | 5/14/2021 | | M | | | 724 | (2) | 3/14/2029 | Common Stock | 724 | $0 | 66907 | D | |
| Stock Options | $22.31 | | | | | | | (3) | 3/30/2028 | Common Stock | 114544 | | 114544 | D | |
| Stock Options | $20.92 | | | | | | | (4) | 3/31/2030 | Common Stock | 118974 | | 118974 | D | |
| Restricted Stock Units | (5) | | | | | | | (5) | (5) | Common Stock | 91116 | | 91116 | D | |
| Explanation of Responses: |
| (1) | Sale of shares to cover the cost of exercise and withholding tax obligations arising from the stock option exercise reported above and the sale of 100% of the net shares acquired from this exercise. |
| (2) | Represents Stock Options awarded on March 14, 2019 under the Cardtronics 2019 Long-Term Incentive Plan. Each Stock Option allows the Reporting Person to purchase one share of the Issuer's Common Stock, subject to the terms of the Plan and the Stock Option Award Agreement. One-third becomes exercisable on each of January 31, 2020, January 31, 2021, and January 31, 2022. |
| (3) | Represents Stock Options awarded on March 30, 2018 under the Cardtronics 2018 Long-Term Incentive Plan. Each Stock Option allows the Reporting Person to purchase one share of the Issuer's Common Stock, subject to the terms of the Plan and the Stock Option Award Agreement. One-third becomes exercisable on each of January 31, 2019, January 31, 2020, and January 31, 2021. |
| (4) | Represents Stock Options awarded on March 31, 2020 under the Cardtronics 2020 Long-Term Incentive Plan. Each Stock Option allows the Reporting Person to purchase one share of the Issuer's Common Stock, subject to the terms of the Plan and the Stock Option Award Agreement. One-third becomes exercisable on each of January 31, 2021, January 31, 2022, and January 31, 2023. |
| (5) | Each Restricted Stock Unit represents a contingent right to receive one common share of the Issuer's Common Stock and are awarded under Issuer's current Stock Incentive Plan and subject to the terms of a Restricted Stock Unit Agreement. The Restricted Stock Units will convert into an equivalent number of shares of the Issuer's Common Stock in accordance with the vesting terms of the underlying Restricted Stock Unit Agreements. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
WEST EDWARD H
2050 W SAM HOUSTON PARKWAY S
SUITE #1300
HOUSTON, TX 77042 | X |
| Chief Executive Officer |
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Signatures
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| /s/ Paul Carbonelli, attorney-in-fact | | 5/17/2021 |
| **Signature of Reporting Person | Date |
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