X0306
4/A
2012-11-19
2012-11-21
0
0001489096
Thermon Group Holdings, Inc.
THR
0001519535
VAN DER SALM JOHANNES RENE
100 THERMON DRIVE
SAN MARCOS
TX
78666
0
1
0
0
SVP-Global Operations
Common Stock
2012-11-19
4
P
0
12500
5.2
A
169546
D
Common Stock
2012-11-19
4
P
0
12500
22.74
D
157046
D
Common Stock
8132
D
Stock Option (Right to Buy)
5.2
2012-11-19
4
M
0
12500
0
D
2011-05-04
2020-10-20
Common Stock
12500
135021
D
Stock Option (Right to Buy)
12
2021-05-04
Common Stock
5000
5000
D
Performance Units
0
Common Stock
8132
8132
D
Transactions pursuant to a Rule 10b5-1 Plan.
This represents the weighted average sale price. Reporting person will, upon request, supply the SEC Staff, the Issuer or a securityholder of the Issuer full information regarding the number of shares sold at each separate price.
On August 2, 2012, the reporting person was granted 8,132 restricted stock units which vest in equal annual installments on each of the first, second and third anniversaries of the grant date.
Options became fully vested and exercisable in connection with the Issuer's initial public offering.
Options vest in five equal annual installments, beginning on May 4, 2012.
On August 2, 2012, the reporting person was granted a performance unit award of 8,132 shares, which will vest in annual installments on March 31, 2013, March 31, 2014 and March 31, 2015 only upon the Issuer's achievement of predetermined total shareholder return goals. The number of shares reflected on this filing represents the target award. The actual number of shares that may vest depends on the Issuer's actual performance relative to its peer group and ranges from 0% below threshold performance, 50% at threshold performance, 100% at target performance and 200% at maximum performance.
Original Form 4 incorrectly listed the transaction dates in Tables I and II as 9/17/2012 instead of 11/19/2012.
/s/ Johannes Vandersalm by Sarah Alexander as attorney in fact
2012-11-21