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
                      

1. Name and Address of Reporting Person *

Galtie Philippe
2. Issuer Name and Ticker or Trading Symbol

TIFFANY & CO [ TIF ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Executive Vice President
(Last)          (First)          (Middle)

TIFFANY & CO., 200 FIFTH AVENUE
3. Date of Earliest Transaction (MM/DD/YYYY)

12/30/2019
(Street)

NEW YORK, NY 10010
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock $.01 Par 12/30/2019  M  9704 A$81.44 23890 D  
Common Stock $.01 Par 12/30/2019  M  14438 A$61.80 38328 D  
Common Stock $.01 Par 12/30/2019  M  12582 A$79.23 50910 D  
Common Stock $.01 Par 12/30/2019  M  24984 A$91.87 75894 D  
Common Stock $.01 Par 12/30/2019  M  30063 A$108.99 105957 D  
Common Stock $.01 Par 12/30/2019  M  25592 A$85.26 131549 D  
Common Stock $.01 Par 12/30/2019  S  99968 D$133.5309 (1)31581 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right to Buy) $81.44 12/30/2019  M     9704   (2)9/16/2025 Common Stock $.01 Par 9704.0 $0 0 (3)D  
Employee Stock Option (Right to Buy) $61.8 12/30/2019  M     14438   (4)1/20/2026 Common Stock $.01 Par 14438.0 $0 0 (5)D  
Employee Stock Option (Right to Buy) $79.23 12/30/2019  M     12582   (6)1/19/2027 Common Stock $.01 Par 12582.0 $0 0 (7)D  
Employee Stock Option (Right to Buy) $91.87 12/30/2019  M     24984   (8)7/19/2027 Common Stock $.01 Par 24984.0 $0 8328 (9)D  
Employee Stock Option (Right to Buy) $108.99 12/30/2019  M     30063   (10)1/17/2028 Common Stock $.01 Par 30063.0 $0 10021 (11)D  
Employee Stock Option (Right to Buy) $85.26 12/30/2019  M     25592   (12)1/17/2029 Common Stock $.01 Par 25592.0 $0 25592 (13)D  

Explanation of Responses:
(1) The price in Column 4 is a weighted average price. The price actually received ranged from $133.4600 to $133.6800 per share. The reporting person's broker has provided to the issuer and the issuer will provide any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range. The proceeds of the sale were applied to pay the exercise price, applicable taxes and commissions in connection with the exercise of the underlying options.
(2) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on September 16, 2015. The options vested in equal installments on September 16, 2016, 2017, 2018 and 2019.
(3) Total grant 19,410 shares. 9,706 shares previously exercised.
(4) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on January 20, 2016. The options were originally scheduled to vest in equal installments on January 20, 2017, 2018, 2019 and 2020. 7,969 options that were initially scheduled to vest on January 20, 2020 were accelerated and vested on December 17, 2019.
(5) Total grant 31,876 shares. 17,438 shares previously exercised.
(6) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on January 19, 2017. The options were originally scheduled to vest in equal installments on January 19, 2018, 2019, 2020 and 2021. 4,194 options that were initially scheduled to vest on January 19, 2020, and 4,194 options that were initially scheduled to vest on January 19, 2021, were accelerated and vested on December 17, 2019.
(7) Total grant 16,776 shares. 4,194 shares previously exercised.
(8) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on July 19, 2017. The options were originally scheduled to vest in equal installments on July 19, 2018, 2019, 2020 and 2021. 8,328 options that were initially scheduled to vest on July 19, 2020 were accelerated and vested on December 17, 2019. The remaining 8,328 options subject to this grant are scheduled to vest on the original vesting date of July 19, 2021.
(9) Total grant 33,312 shares. 0 shares previously exercised.
(10) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on January 17, 2018. The options were originally scheduled to vest in equal installments on January 17, 2019, 2020, 2021 and 2022. 10,021 options that were initially scheduled to vest on January 17, 2020, and 10,021 options that were initially scheduled to vest on January 17, 2021, were accelerated and vested on December 17, 2019. The remaining 10,021 options subject to this grant are scheduled to vest on the original vesting date of January 17, 2022.
(11) Total grant 40,084 shares. 0 shares previously exercised.
(12) Options granted pursuant to the Tiffany & Co. 2014 Employee Incentive Plan, which complies with Rule 16b-3, on January 17, 2019. The options were originally scheduled to vest in equal installments on January 17, 2020, 2021, 2022 and 2023. 12,796 options that were initially scheduled to vest on January 17, 2020, and 12,796 options that were initially scheduled to vest on January 17, 2021, were accelerated and vested on December 17, 2019. The remaining 25,592 options subject to this grant are scheduled to vest in equal installments on the original vesting dates of January 17, 2022 and 2023.
(13) Total grant 51,184 shares. 0 shares previously exercised.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Galtie Philippe
TIFFANY & CO.
200 FIFTH AVENUE
NEW YORK, NY 10010


Executive Vice President

Signatures
/s/ John C. Duffy, Attorney-in-Fact1/2/2020
**Signature of Reporting PersonDate

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