SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Schumacher Daniel

(Last)

(First)

(Middle)

5540 PIONEER CREEK DRIVE

(Street)

MAPLE PLAIN

55359

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2021

3. Issuer Name and Ticker or Trading Symbol
Proto Labs Inc [ PRLB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,919	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	⁽¹⁾	05/16/2028	Common Stock	186	$117.55	D
Employee Stock Option (right to buy)	⁽²⁾	05/15/2029	Common Stock	532	$106.85	D
Employee Stock Option (right to buy)	⁽³⁾	05/20/2030	Common Stock	1,025	$117	D
Employee Stock Option (right to buy)	⁽⁴⁾	05/18/2031	Common Stock	1,936	$95.4	D

Explanation of Responses:

1. The option vests as to 25% of the shares in four annual installments beginning on May 20, 2019.

2. The option vests as follows: 177 shares vested on each May 20, 2020 and May 20, 2021; 177 shares vest on May 20, 2022; and 178 shares vest on May 20, 2023.

3. The option vests as follows: 256 shares vested on May 20, 2021; 256 shares vest on each May 20, 2022 and May 20, 2023; and 257 shares vest on May 20, 2024.

4. The option vests as to 25% of the shares in four annual installments beginning on May 20, 2022

Remarks:

Exhibit List: Exhibit 24-Power of Attorney No securities beneficially owned

	/s/ W. Morgan Burns, Attorney-in-Fact	12/03/2021
	** 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 5 (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.