FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
FASTENAL CO [ FAST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/24/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 07/24/2020 | M | 3,750 | A | $28 | 9,330 | D | |||
Common Stock | 07/24/2020 | S | 3,750 | D | $45.5 | 5,580 | D | |||
Common Stock | 07/24/2020 | M | 3,804 | A | $23 | 9,384 | D | |||
Common Stock | 07/24/2020 | S | 3,804 | D | $45.5 | 5,580 | D | |||
Common Stock | 07/24/2020 | M | 21,000 | A | $23.5 | 26,580 | D | |||
Common Stock | 07/24/2020 | S | 21,000 | D | $45.6256 | 5,580 | D | |||
Common Stock | 4,671(4) | I | Held in 401(K) Plan | |||||||
Common Stock | 1,252 | I | Owned by father(5) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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 Option (Right to Buy) | $28(6) | 07/24/2020 | M | 3,750(6) | (1) | 05/31/2023 | Common Stock | 3,750(6) | $0 | 1,250(6) | D | ||||
Employee Stock Option (Right to Buy) | $23(7) | 07/24/2020 | M | 3,804(7) | (2) | 05/31/2025 | Common Stock | 3,804(7) | $0 | 1,630(7) | D | ||||
Employee Stock Option (Right to Buy) | $23.5(8) | 07/24/2020 | M | 21,000(8) | (3) | 12/31/2026 | Common Stock | 21,000(8) | $0 | 53,468(8) | D |
Explanation of Responses: |
1. The option will vest and become exercisable over a period of eight years, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period, and the remainder vesting and becoming exercisable proportionately (20% each year) thereafter on each anniversary of the date of grant. |
2. The option will vest and become exercisable over a period of five years, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period, and the remainder vesting and becoming exercisable incrementally (20%, 20% and 10%) thereafter on each anniversary of the date of grant. |
3. The option will vest and become exercisable over a period of five years, with 40% of the option vesting and becoming exercisable two years following the date of grant, and the remainder vesting and becoming exercisable proportionately (20% each year) thereafter on each anniversary of the date of grant. |
4. Shares attributed to reporting person's account within issuer's 401(K) Plan as of July 24, 2020 and includes an additional 29 shares since his last report on 5/13/2020. |
5. Shares are owned by reporting person's father for which reporting person maintains voting and investment power, but reporting persons disclaims beneficial ownership over these shares. |
6. The option was previously reported in a filing on December 21, 2016 as covering 2,500 securities at an exercise price of $56 and the amounts reported are adjusted to reflect a 2-for-1 stock split on 5/22/2019. |
7. The option was previously reported in a filing on December 21, 2016 as covering 2,717 securities at an exercise price of $46 and the amounts reported are adjusted to reflect a 2-for-1 stock split on 5/22/2019. |
8. The option was previously reported in a filing on January 24, 2017 as covering 37,234 securities at an exercise price of $47 and the amounts reported are adjusted to reflect a 2-for-1 stock split on 5/22/2019. |
John J. Milek, Attorney-in-Fact | 07/27/2020 | |
** 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 Number. |