0001262976-18-000117.txt : 20181120 0001262976-18-000117.hdr.sgml : 20181120 20181120130724 ACCESSION NUMBER: 0001262976-18-000117 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181113 FILED AS OF DATE: 20181120 DATE AS OF CHANGE: 20181120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kelly Peter CENTRAL INDEX KEY: 0001759405 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51539 FILM NUMBER: 181194980 MAIL ADDRESS: STREET 1: C/O CIMPRESS N.V. STREET 2: 275 WYMAN STREET CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CIMPRESS N.V. CENTRAL INDEX KEY: 0001262976 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 980417483 STATE OF INCORPORATION: P7 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: HUDSONWEG 8 CITY: VENLO STATE: P7 ZIP: 5928 LW BUSINESS PHONE: 781-652-6300 MAIL ADDRESS: STREET 1: C/O CIMPRESS USA INCORPORATED STREET 2: 275 WYMAN STREET CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: VISTAPRINT N.V. DATE OF NAME CHANGE: 20090828 FORMER COMPANY: FORMER CONFORMED NAME: VISTAPRINT LTD DATE OF NAME CHANGE: 20030908 3 1 wf-form3_154273722795730.xml FORM 3 X0206 3 2018-11-13 0 0001262976 CIMPRESS N.V. CMPR 0001759405 Kelly Peter C/O CIMPRESS N.V. 275 WYMAN STREET WALTHAM MA 02451 0 1 0 0 EVP & CEO, National Pen Performance Share Units 75.92 2027-02-15 Ordinary Shares 15806.0 D Performance Share Units 83.1 2027-08-15 Ordinary Shares 2888.0 D Performance Share Units 83.1 2027-08-15 Ordinary Shares 7220.0 D Performance Share Units 102.68 2028-08-15 Ordinary Shares 5843.0 D Each of these performance share units (PSU) represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the compound annual growth rate (CAGR) of the three-year moving average daily price per share of Cimpress' ordinary shares (3YMA). The service-based vesting condition is that 25% of the original number of PSUs vest on each January 2 of 2018 through 2021 so long as the reporting person continues to be an eligible participant under Cimpress' 2016 Performance Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 11% on any of the sixth through ninth anniversaries of the grant date or (ii) 7% on the tenth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance. This dollar amount is the 3YMA on the date of grant, which is the baseline against which the CAGR of the 3YMA will be measured. Each of these PSUs represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the CAGR of the 3YMA. The service-based vesting condition is that 25% of the original number of PSUs vest on each June 30 of 2018 through 2021 so long as the reporting person continues to be an eligible participant under Cimpress' 2016 Performance Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 11% on any of the sixth through ninth anniversaries of the grant date or (ii) 7% on the tenth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance. Each of these supplemental PSUs represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of (A) service-based vesting, (B) a performance condition relating to Cimpress' cumulative consolidated unlevered free cash flow over the period from June 30, 2018 to June 30, 2020 ("UFCF Goal"), and (C) performance conditions relating to the CAGR of the 3YMA as described in footnote 3 above. The service-based vesting condition is that one third of the original number of PSUs vest on each June 30 of 2018 through 2020 so long as the reporting person continues to be an eligible participant under Cimpress' 2016 Performance Incentive Plan on such vesting date. If Cimpress' cumulative consolidated unlevered free cash flow over the three-year period does not equal or exceed the UFCF Goal, then the PSU award expires in its entirety promptly after June 30, 2020. Each of these PSUs represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the CAGR of the 3YMA. The service-based vesting condition is that 25% of the original number of PSUs vest on each June 30 of 2019 through 2022 so long as the reporting person continues to be an eligible participant under Cimpress' 2016 Performance Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 11% on any of the sixth through ninth anniversaries of the grant date or (ii) 7% on the tenth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance. /s/Kathryn L. Leach, as attorney-in-fact for Peter Kelly 2018-11-20