0001439288-17-000108.txt : 20170906 0001439288-17-000108.hdr.sgml : 20170906 20170906180650 ACCESSION NUMBER: 0001439288-17-000108 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170906 FILED AS OF DATE: 20170906 DATE AS OF CHANGE: 20170906 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Troutman Michael CENTRAL INDEX KEY: 0001713078 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35475 FILM NUMBER: 171072326 MAIL ADDRESS: STREET 1: 247 FRESHWATER WAY STREET 2: SUITE 300 CITY: MILWAUKEE STATE: WI ZIP: 53204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rexnord Corp CENTRAL INDEX KEY: 0001439288 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 205197013 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 247 FRESHWATER WAY STREET 2: SUITE 300 CITY: MILWAUKEE STATE: WI ZIP: 53204 BUSINESS PHONE: 414-643-3000 MAIL ADDRESS: STREET 1: 247 FRESHWATER WAY STREET 2: SUITE 300 CITY: MILWAUKEE STATE: WI ZIP: 53204 FORMER COMPANY: FORMER CONFORMED NAME: Rexnord Holdings, Inc DATE OF NAME CHANGE: 20080707 4 1 wf-form4_150473559744563.xml FORM 4 X0306 4 2017-09-06 0 0001439288 Rexnord Corp RXN 0001713078 Troutman Michael 247 FRESHWATER WAY SUITE 300 MILWAUKEE WI 53214 0 1 0 0 Chief Information Officer Common Stock 2017-09-06 4 S 0 128 23.73 D 4500 D Stock Option (right to buy) 4.79 2017-11-30 Common Stock 39110.0 39110 D Stock Option (right to buy) 8.888 2020-07-29 Common Stock 29138.0 29138 D Stock Option (right to buy) 22.03 2022-05-11 Common Stock 45000.0 45000 D Stock Option (right to buy) 19.0 2013-05-23 2023-05-23 Common Stock 25000.0 25000 D Stock Option (right to buy) 29.31 2015-09-03 2024-09-03 Common Stock 17490.0 17490 D Stock Option (right to buy) 25.77 2016-05-22 2025-05-22 Common Stock 25978.0 25978 D Stock Option (right to buy) 19.7 2017-05-20 2026-05-20 Common Stock 38768.0 38768 D Stock Option (right to buy) 23.13 2018-05-19 2027-05-19 Common Stock 18519.0 18519 D Performance Stock Units Common Stock 2887.0 2887 D Shares were sold to satisfy tax withholding obligations and related fees in connection with the vesting of restricted stock units. This transaction was executed in multiple trades at prices ranging from $23.70 to $23.76. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated. Option fully vested. One half of the original option vests three years from the date listed above and the other half vests five years from the date listed above. The original option vests in four annual installments beginning on the date listed above. The original option vests in three annual installments beginning on the date listed above. Each performance stock unit ("PSU") represents a contingent right to receive one share of Rexnord Corporation's common stock if certain conditions are satisfied during the three-year performance period (fiscal 2016-fiscal 2018). Vesting of the PSUs is dependent on the relative total shareholder return of Rexnord Corporation's common stock as compared to companies in the S&P 1500 Industrials Sector Index and on goals related to absolute free cash flow conversion. The target number of PSUs that may be earned is reported above; the maximum amount is 200% of the number reported. /s/ Jeffrey J. LaValle under Power of Attorney for Michael Troutman 2017-09-06 EX-24 2 poa.htm POWER OF ATTORNEY FOR: /S/ JEFFREY J. LAVALLE UNDER POWER OF ATTORNEY FOR MICHAEL TROUTMAN

POWER OF ATTORNEY

       Know all by these presents that the undersigned hereby constitutes and appoints each of Mark W. Peterson, Patricia M. Whaley, Robert G. Uecker, Jr., Jeffrey J. LaValle and Kenneth V. Hallett, signing singly, and with full power of substitution, as the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Rexnord Corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act"), Form 144 in accordance with Rule 144 under the Securities Act of 1933 ("Rule 144") and any other forms or reports, including, but not limited to, a Form ID, that the undersigned may be required to file in connection with the undersigned's ownership, acquisition or disposition of securities of the Company;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, Form 144 or other form or report, complete and execute any amendment or amendments thereto and timely file such form or report with the Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act or Rule 144.

       This Power of Attorney revokes any previous Power of Attorney filed with the Company for the purposes set forth herein and shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless expressly revoked before that time.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 19th day of July, 2017.


                              /s/ Michael Troutman
                            Michael Troutman