Statement of Changes in Beneficial Ownership (4)
23 Junio 2023 - 11:24AM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
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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KORSH LES B |
2. Issuer Name and Ticker or Trading Symbol
PATTERSON COMPANIES, INC.
[
PDCO
]
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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)
CLO & Corporate Secretary |
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(Last)
(First)
(Middle)
1031 MENDOTA HEIGHTS ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/21/2023 |
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(Street)
ST. PAUL, MN 55120 |
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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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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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 | 6/21/2023 | | S(1) | | 3500 | D | $31.75 | 67949 (2) | D | |
| Common Stock | | | | | | | | 2119 (3) | I | By ESOP |
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 |
| Employee Stock Options (4) | $30.59 | | | | | | | (5) | 7/1/2032 | Common Stock | 16892 | | 16892 | D | |
| Employee Stock Options (6) | $30.77 | | | | | | | (7) | 7/1/2031 | Common Stock | 17339 | | 17339 | D | |
| Employee Stock Options (8) | $23.57 | | | | | | | (9) | 7/14/2030 | Common Stock | 24780 | | 24780 | D | |
| Employee Stock Options (10) | $22.25 | | | | | | | (11) | 7/1/2029 | Common Stock | 33784 | | 33784 | D | |
| Employee Stock Options (12) | $22.48 | | | | | | | 7/1/2021 | 7/1/2028 | Common Stock | 14179 | | 14179 | D | |
| Employee Stock Options (13) | $47.51 | | | | | | | 7/1/2020 | 7/1/2027 | Common Stock | 11845 | | 11845 | D | |
| Employee Stock Options (14) | $48.47 | | | | | | | 7/1/2019 | 7/1/2026 | Common Stock | 10379 | | 10379 | D | |
| Employee Stock Options (15) | $56.66 | | | | | | | (16) | 7/1/2025 | Common Stock | 25000 | | 25000 | D | |
| Explanation of Responses: |
| (1) | The transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 Plan adopted by the Reporting Person on January 4, 2023. |
| (2) | Includes an aggregate of 13,603 RSUs awarded on 7/1/2018, 7/1/2019, 7/14/2020, 7/1/2021 and 7/1/2022 to Reporting Person pursuant to the Plan. The RSUs vest contingent upon employment as follows: 4,068 units vest 7/1/2023, 4,773 units vest 7/14/2023, 3,124 units vest 7/1/2024 and 1,638 units vest 7/1/2025. |
| (3) | Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan (ESOP) account through May 1, 2023. |
| (4) | Stock options granted pursuant to the Plan on 7/1/2022. |
| (5) | Options are exercisable as follows: 33.3% on 7/1/2023, 33.3% on 7/1/2024 and 33.4% on 7/1/2025. |
| (6) | Stock options granted pursuant to the Plan on 7/1/2021. |
| (7) | Options are exercisable as follows: 33.3% on 7/1/2022, 33.3% on 7/1/2023 and 33.4% on 7/1/2024. |
| (8) | Stock options granted pursuant to the Plan on 7/14/2020. |
| (9) | Options are exercisable as follows: 33.3% on 7/14/2021, 33.3% on 7/14/2022 and 33.4% on 7/14/2023. |
| (10) | Stock options granted pursuant to the Plan on 7/1/2019. |
| (11) | Options are exercisable as follows: 33.3% on 7/1/2020, 33.3% on 7/1/2021 and 33.4% on 7/1/2022. |
| (12) | Stock options granted pursuant to the Plan on 7/1/2018. |
| (13) | Stock options granted pursuant to the Plan on 7/1/2017. |
| (14) | Stock options granted pursuant to the Plan on 7/1/2016. |
| (15) | Stock options granted pursuant to the Patterson Companies, Inc. Amended and Restated Equity Incentive Plan on 7/1/2015. |
| (16) | Options are exercisable as follows: 25% on 7/1/2018, 25% on 7/1/2019 and 50% on 7/1/2020. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
KORSH LES B
1031 MENDOTA HEIGHTS ROAD
ST. PAUL, MN 55120 |
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| CLO & Corporate Secretary |
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Signatures
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| Les B. Korsh | | 6/23/2023 |
| **Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * | 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). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| 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. |
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