Statement of Changes in Beneficial Ownership (4)
June 24 2021 - 3:24PM
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
*
Gardner Donald T. III |
2. Issuer Name and Ticker or Trading Symbol
KEWAUNEE SCIENTIFIC CORP /DE/
[
KEQU
]
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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 Financial Officer |
(Last)
(First)
(Middle)
2700 WEST FRONT STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/23/2021 |
(Street)
STATESVILLE, NC 28677
(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 | 6/23/2021 | | M | | 1418 | A | $0 (1) | 4781 | D | |
Common Stock | 6/23/2021 | | A | | 2000 | A | $0 (2) | 6781 | D | |
Common Stock | 6/23/2021 | | F(3) | | 985 | D | $13.74 | 5796 | 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 |
Restricted Stock Units FY21 | (1) | 6/23/2021 | | M | | | 1418 | (4) | (4) | Common Stock | 1418.0 | $0 | 9220 | D | |
Restricted Stock Units FY22 | (1) | 6/23/2021 | | A | | 7281 | | (5) | (5) | Common Stock | 7281.0 | $0 | 7281 | D | |
Explanation of Responses: |
(1) | Restricted stock units convert to common stock on a one-for-one basis. |
(2) | On June 23, 2021, the reporting person was granted 2,000 shares of common stock. |
(3) | This transaction represents shares withheld by the issuer to pay the tax withholding amount required upon (a) the vesting of restricted stock units and (b) the grant of shares of common stock, in each case as reported on this Form 4. |
(4) | On June 23, 2020, the reporting person was granted restricted stock units that vest as follows: (a) 40% of the number of restricted stock units subject to the award consist of service-based restricted stock units that vest in three equal annual installments beginning on June 23, 2021, subject to the reporting person's continued employment with the Company, and (b) 60% of the number of restricted stock units subject to the award consist of performance-based restricted stock units that will vest only if performance goals are achieved over a three-year period. The actual number of units (if any) received under this award will depend on continued employment and actual performance over the three-year performance period. |
(5) | On June 23, 2021, the reporting person was granted restricted stock units that vest as follows: (a) 100% of the number of restricted stock units subject to the award consist of service-based restricted stock units that vest in three equal annual installments beginning on June 30, 2022, subject to the reporting person's continued employment with the Company. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Gardner Donald T. III 2700 WEST FRONT STREET STATESVILLE, NC 28677 |
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| Chief Financial Officer |
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Signatures
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/s/ Donald T. Gardner III | | 6/24/2021 |
**Signature of Reporting Person | Date |
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