Statement of Changes in Beneficial Ownership (4)
November 30 2020 - 6:49PM
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
*
Davidson Charles |
2. Issuer Name and Ticker or Trading Symbol
SCHMITT INDUSTRIES INC
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SMIT
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O SCHMITT INDUSTRIES, INC., 2765 N.W. NICOLAI STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/14/2020 |
(Street)
PORTLAND, OR 97210
(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 | 4/14/2020 | | A | | 2367 (1) | A | $0 | 23367 | D | |
Common Stock | 7/24/2020 | | M | | 3000 (2) | A | $0 | 26367 | D | |
Common Stock | 7/24/2020 | | F | | 1200 (3) | D | $4.44 | 25167 | D | |
Common Stock | 7/29/2020 | | M | | 3000 (4) | A | $0 | 28167 | D | |
Common Stock | 7/29/2020 | | F | | 1200 (5) | D | $4.40 | 26967 | 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 |
RSUs | (6) | 7/24/2020 | | M | | | 3000 | (2) | (2) | Common Stock | 3000 | $0 | 3000 | D | |
RSUs | (6) | 7/29/2020 | | M | | | 3000 | (4) | (4) | Common Stock | 3000 | $0 | 0 | D | |
Explanation of Responses: |
(1) | On the Transaction Date, the Reporting Person was granted the immediately vested shares as compensation for service on the Issuer's board of directors. |
(2) | One tranche of 3,000 restricted stock units ("RSUs") vested based on the 15-day trading average closing price of the Issuer's common stock being greater than or equal to $3.90. |
(3) | Transaction represents the withholding of shares, at the value of $4.44 per share, to satisfy the tax withholding obligations following the vesting of 3,000 RSUs on July 24, 2020. |
(4) | One tranche of 3,000 RSUs vested based on the 15-day trading average closing price of the Issuer's common stock being greater than or equal to $4.10. |
(5) | Transaction represents the withholding of shares, at the value of $4.38 per share, to satisfy the tax withholding obligations following the vesting of 3,000 RSUs on July 29, 2020. |
(6) | Each RSU represents a contingent right to receive one share of the Issuer's common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Davidson Charles C/O SCHMITT INDUSTRIES, INC. 2765 N.W. NICOLAI STREET PORTLAND, OR 97210 | X |
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Signatures
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/s/Charles Davidson | | 11/30/2020 |
**Signature of Reporting Person | Date |
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