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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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 | ||||||||
Employee Stock Option | $ 27.1277 | 07/08/2015 | J(3) | 34,903 | (4) | 02/11/2025 | Common | 34,903 | $ 0 | 34,903 | D | ||||
Employee Stock Option | $ 23.2746 | 07/08/2015 | J(3) | 27,922 | (5) | 02/12/2024 | Common | 27,922 | $ 0 | 27,922 | D | ||||
Employee Stock Option | $ 21.1455 | 07/08/2015 | J(3) | 41,884 | (6) | 02/13/2023 | Common | 41,884 | $ 0 | 41,884 | D | ||||
Employee Stock Option | $ 12.1203 | 07/08/2015 | J(3) | 27,922 | (7) | 02/15/2022 | Common | 27,922 | $ 0 | 27,922 | D | ||||
Employee Stock Option | $ 13.3146 | 07/08/2015 | J(3) | 27,922 | (8) | 02/16/2021 | Common | 27,922 | $ 0 | 27,922 | D | ||||
Employee Stock Option | $ 27.1 | 07/08/2015 | A | 95,790 | (9) | 07/08/2025 | Common | 95,790 | (10) | 95,790 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Volas Gerald 260 JIMMY ANN DRIVE DAYTONA BEACH, FL 32114 |
X | CEO |
Michelle A. Friel, by Power of Attorney | 07/10/2015 | |
**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) | Represents restricted stock awards granted by Masco that have been converted into restricted stock awards of the Issuer in connection with the spin-off of the Issuer from Masco. |
(2) | On June 30, 2015, Masco Corporation ("Masco") distributed to its stockholders one share of TopBuild Corp.'s (the "Issuer") common stock for every nine shares of Masco common stock outstanding as of 5:00 p.m. Eastern time on June 19, 2015, the record date for the distribution. The reported shares were issued in respect of shares of Masco common stock held by the reporting person as of such record date in an exempt transaction pursuant to Rule 16a-9. |
(3) | Represents employee stock options granted by Masco that have been converted into employee stock options of the Issuer's common stock in connection with the spin-off of the Issuer from Masco. |
(4) | This option is exercisable according to the following schedule: 6,980 shares beginning February 11, 2016; 6,981 shares beginning February 11, 2017; 6,981 shares beginning February 11, 2018; 6,980 shares beginning February 11, 2019; and 6,981 shares beginning February 11, 2020. |
(5) | This option is exercisable according to the following schedule: 6,980 shares begining on February 12, 2016; 6,981 shares beginning February 12, 2017; 6,981 shares beginning February 12, 2018; and 6,980 shares beginning February 12, 2019. |
(6) | This option is exercisable in two equal annual installments of 13,961 shares beginning February 13, 2016, and one annual installment of 13,962 shares begining February 13, 2018. |
(7) | This option is exercisable in two equal annual installments of 13,961 shares beginning Februrary 15, 2016. |
(8) | This option is exercisable in one annual installment of 27,922 shares beginning February 16, 2016. |
(9) | This option is exercisable in five equal annual installments of 19,150 shares beginning July 15, 2016. |
(10) | Grant of option under the TopBuild Corp. 2015 Long Term Stock Incentive Plan in transactions exempt under Rule 16b-3. |