| 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
WESCO INTERNATIONAL INC [ WCC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/22/2021 | ||||||||||||||||||||||||||
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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 | ||||||
| WESCO International Common Stock | 02/22/2021 | S(1) | 3,961 | D | $80.93(2) | 2,658 | D | |||
| WESCO International Common Stock | 02/22/2021 | M(3) | 3,458 | A | $81.53 | 6,116 | D | |||
| WESCO International Common Stock | 02/22/2021 | D | 2,983 | D | $80.63 | 3,133 | D | |||
| WESCO International Common Stock | 02/22/2021 | F | 131 | D | $80.63 | 3,002 | D | |||
| WESCO International Common Stock | 02/22/2021 | M(4) | 11,684 | A | $81.53 | 14,686 | D | |||
| WESCO International Common Stock | 02/22/2021 | D | 6,150 | D | $80.63 | 8,536 | D | |||
| WESCO International Common Stock | 02/22/2021 | F | 1,577 | D | $80.63 | 6,959 | D | |||
| WESCO International Common Stock | 02/23/2021 | S(5) | 4,301 | D | $79.5(6) | 2,658 | D | |||
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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 | ||||||||
| Stock Appreciation Right | $80.63 | 02/22/2021 | M | 3,458 | (3) | 02/17/2025 | Common Stock | 3,458 | $0.00 | 0 | D | ||||
| Stock Appreciation Right | $80.63 | 02/22/2021 | M | 11,684 | (4) | 02/16/2026 | Common Stock | 11,684 | $0.00 | 0 | D | ||||
| Explanation of Responses: |
| 1. The shares being sold were acquired through the vesting of restricted stock units and performance stock units granted to the Reporting Person. The vesting schedules of these units were determined at the time of grant. |
| 2. This is the weighted average for sale prices ranging from $80.92 to $81.04. Upon request of the SEC staff, WESCO International, Inc., or a shareholder of WESCO International, Inc., full information regarding the number of shares sold at each separate price will be provided. |
| 3. The Stock Appreciation Right ("SAR") became exercisable in three (3) equal, annual installments beginning on February 17, 2016. This is an exercise and sell transaction. The SARs have a February 17, 2025 expiration date. |
| 4. The Stock Appreciation Right ("SAR") became exercisable in three (3) equal, annual installments beginning on February 16, 2017. This is an exercise and sell transaction. The SARs have a February 16, 2026 expiration date. |
| 5. The shares being sold were acquired by the Reporting Person through the exercise of Stock Appreciation Rights granted to the Reporting Person in 2015 and 2016. See footnotes 3 and 4 for additional details about these grants. |
| 6. This is the weighted average for sale prices ranging from $79.50 to $79.52. Upon request of the SEC staff, WESCO International, Inc., or a shareholder of WESCO International, Inc., full information regarding the number of shares sold at each separate price will be provided. |
| Remarks: |
| /s/ Diane E. Lazzaris, as Attorney-In-Fact | 02/24/2021 | |
| ** 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. | ||