0001562180-16-001926.txt : 20160307
0001562180-16-001926.hdr.sgml : 20160307
20160307121421
ACCESSION NUMBER: 0001562180-16-001926
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160304
FILED AS OF DATE: 20160307
DATE AS OF CHANGE: 20160307
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CIRCOR INTERNATIONAL INC
CENTRAL INDEX KEY: 0001091883
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490]
IRS NUMBER: 043477276
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O CIRCOR INC
STREET 2: 30 CORPORATE DR., SUITE 200
CITY: BURLINGTON
STATE: MA
ZIP: 01803-4238
BUSINESS PHONE: 7812701200
MAIL ADDRESS:
STREET 1: C/O CIRCOR INC
STREET 2: 30 CORPORATE DR., SUITE 200
CITY: BURLINGTON
STATE: MA
ZIP: 01803-4238
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GLASS ALAN J
CENTRAL INDEX KEY: 0001239849
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14962
FILM NUMBER: 161487559
4
1
primarydocument.xml
PRIMARY DOCUMENT
X0306
4
2016-03-04
false
0001091883
CIRCOR INTERNATIONAL INC
CIR
0001239849
GLASS ALAN J
30 CORPORATE DR.
SUITE 200
BURLINGTON
MA
01803-4238
false
true
false
false
VP,General Counsel & Secretary
Common Stock
2016-03-04
2016-03-04
4
M
false
592.00
A
29820.00
I
by Trust
Common Stock
2016-03-04
2016-03-04
4
F
false
188.00
D
29632.00
I
by Trust
Common Stock
2016-03-04
2016-03-04
4
M
false
1959.00
A
31591.00
I
By Trust
Common Stock
2016-03-04
2016-03-04
4
F
false
600.00
D
30991.00
I
By Trust
Common Stock
2016-03-04
2016-03-04
4
M
false
1598.00
A
32589.00
I
By Trust
Common Stock
2016-03-04
2016-03-04
4
F
false
604.00
D
31985.00
I
by Trust
Common Stock
2016-03-04
4
M
false
3384.00
32.76
A
35369.00
I
By Trust
Common Stock
2016-03-04
4
S
false
3384.00
42.66
D
31985.00
I
by Trust
Restricted Stock Unit
0.00
2016-03-04
2016-03-04
4
M
false
592.00
D
2016-03-04
2023-03-04
Common Stock
592.00
0.00
D
Management Stock Purchsae
0.00
2016-03-04
2016-03-04
4
M
false
1959.00
D
2016-03-04
2023-03-04
Common Stock
1959.00
0.00
D
Stock Options
32.76
2016-03-04
2016-03-04
4
M
false
3384.00
0.00
D
2013-03-05
2022-03-05
Common Stock
3384.00
0.00
D
The Restricted Stock Units (RSUs), the conversion of which are reported herein, were granted to the Reporting Person by the issuer as part of equity incentive grants made by the issuer on 3/4/2013 utilizing a fair market value (FMV) of a share of the issuers stock of $42.12. The RSU grant vests in equal portions over a three year period, and are received by the Reporting Person upon vesting, on a one-for-one basis. This report reflects the final vesting of one-third portion of the original RSU grant and the acquisition by the Reporting Person of the underlying shares minus sufficient shares withheld to pay applicable income taxes.
The shares reported as indirectly held by the reporting person are held in a revocable trust for which the reporting person and his spouse serve as both trustees and beneficiaries; as such, the total number of shares held indirectly also reflects the previous transfer of shares from the reporting person to such trust, a transaction which is exempt from the reporting requirements of Section 16 as such transaction had no effect on the reporting person's pecuniary interest in the underlying shares.
The Restricted Stock Units (RSUs), the conversion of which are reported herein, were issued to the Reporting Person pursuant to issuers Management Stock Purchase Plan (MSPP) on 3/4/2013 utilizing a fair market value (FMV) of a share of the issuers stock of $42.12. RSUs are issued in whole units on the basis of a 33 percent discount from FMV of the issuers common stock on the date the underlying bonus ios determined ($28.22 in this case) and generally vest 3 years from date of grant, at which time they convert into shares of common stock unless the executive has previously elected a longer deferral period. Acquisition price reflects the 33% discount to FMV of issuers stock on grant date. This report reflects the acquisition by the Reporting Person of the common stock underlying the RSUs minus sufficient shares withheld to pay applicable income taxes.
The shares issued herein to the Reporting Person by the issuer are the result of actual achievement against the metrics associated with a Performance Based RSU grant made by the issuer on 3/4/2013. These metrics consisted of targets for 2015 Return on Invested Capital and Adjusted Operating Margin with potential payouts ranging from 0% to 200%. This report reflects the acquisition of shares by the Reporting Person based on 90% achievement minus sufficient shares withheld to pay applicable income taxes.
The reported price reflects an average price with a trading range of high of $42.71 and a low of $42.59. The reporting person will provide details regarding the sales to the issuer, the Securities and Exchange Commission or any shareholder upon request.
/s/ Alan J. Glass, attorney-in-fact
2016-03-07