SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
Kummeth Charles R.

(Last) (First) (Middle)
425 MARTINGALE ROAD
SUITE 2050

(Street)
SCHAUMBURG IL 60173-2213

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp [ TECH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 08/07/2018 M 13,816 A $0.00 90,288 D
Common Stock 08/07/2018 F 6,301 D $180.14 83,987 D
Common Stock 08/07/2018 F 1,752 D $180.14 82,235 D
Common Stock 08/08/2018 A 11,279(1) A $0.00 93,514(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units (3) 08/07/2018 M 13,816 (4) (4) Common Stock 13,816 $0.00 3,467 D
Restricted Stock Units (3) 08/07/2018 D 3,467 (4) (4) Common Stock 3,467 $0.00 0.00 D
Stock Options (Right to buy) $108.49 08/07/2018 D 23,929 (5) 08/07/2022 Common Stock 23,929 $0.00 95,346 D
Restricted Stock Units (3) 08/08/2018 A 16,918 (6) (6) Common Stock 16,918 $0.00 16,918 D
Stock Options (Right to buy) $177.32 08/08/2018 A 60,222 (7) 08/08/2025 Common Stock 60,222 $0.00 60,222 D
Stock Options (Right to buy) $177.32 08/08/2018 A 90,334 (6) 08/08/2025 Common Stock 90,334 $0.00 90,334 D
Restricted Stock Units (3) (8) (8) Common Stock 24,979 24,979 D
Restricted Stock Units (3) (9) (9) Common Stock 21,291 21,291 D
Stock Option (Right to Buy) $108.49 (10) 08/07/2022 Common Stock 79,517 79,517 D
Stock Option (Right to Buy) $106.59 (11) 08/18/2023 Common Stock 102,779 102,779 D
Stock Option (Right to Buy) $106.59 (8) 08/18/2023 Common Stock 154,169 154,169 D
Stock Option (Right to Buy) $86.25 (12) 04/01/2021 Common Stock 46,316 46,316 D
Stock Option (Right to Buy) $67.46 (12) 04/01/2020 Common Stock 65,000 65,000 D
Stock Option (Right to Buy) $67.46 (12) 04/01/2020 Common Stock 50,000 50,000 D
Stock Options (Right to buy) $125.05 (9) 08/09/2024 Common Stock 117,342 117,342 D
Stock Options (Right to buy) $125.05 (13) 08/09/2024 Common Stock 78,228 78,228 D
Stock Options (Right to buy) $94.35 (12) 08/12/2021 Common Stock 66,849 66,849 D
Explanation of Responses:
1. Restrictions lapse as to 3,760 shares on 8/8/19 and 8/8/20 and as to 3,759 shares on 8/8/21
2. Includes (i) 11,102 shares of restricted stock for which the risks of forfeiture will lapse with respect to 5,551 shares on each of August 18, 2018 and August 18, 2019; (ii) 14,194 shares of restricted stock for which the risks of forfeiture will lapse with respect to 4,731 shares on each of August 9, 2018 and August 9, 2019 and as to 4,732 shares on August 9, 2020; and (iii) 11,279 shares of restricted stock for which the risk of forfeiture will lapse as to 3,760 shares on August 8, 2019 and August 8, 2010 and as to 3,759 shares on August 8, 2021.
3. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock.
4. On 8/7/2018, the Board of Directors authorized discretionary vesting for 13,816 performance RSUs. The remainder of the performance RSUs were forfeited.
5. On 8/7/2018, the Board of Directors authorized discretionary vesting for 95,346 performance options. The remainder of the performance options were forfeited.
6. Vests in full or in part on 8/8/2021 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
7. Vests 15,056 shares each on 8/8/2019, 8/8/2020, and 15,055 shares each on 8/8/2021, 8/8/2022.
8. Vests in full or in part on 8/18/19 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
9. Vests in full or in part on 8/9/2020 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
10. 19,879 shares vest on each of August 7, 2016, August 7, 2017 and August 7, 2018 and 19,880 shares vest on August 7, 2019.
11. Vests 25,695 shares on each of 8/18/17, 8/18/18, and 8/18/19 and 25,694 shares on 8/18/20.
12. Fully exercisable
13. Vests 19,557 each on 8/9/2018, 8/9/2019, 8/9/2020, 8/9/2021
Remarks:
/s/ Brenda S. Furlow, attorney in fact for Charles R. Kummeth pursuant to Power of Attorney previously filed 08/09/2018
** 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.