SEC FORM 4

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

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Faulconer Michael B

(Last)

(First)

(Middle)

1665 UTICA AVENUE

SUITE 700

(Street)

ST. LOUIS PARK

55416

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
nVent Electric plc [ NVT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President - Thermal Management

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	03/01/2024		M⁽¹⁾		4,139	A	$0	37,248.1462	D
Ordinary Shares	03/01/2024		F⁽²⁾		2,098	D	$68.74	35,150.1462	D
Ordinary Shares - Restricted Stock Units	03/01/2024		A⁽³⁾		2,546	A	$0	10,668	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$68.74	03/01/2024		A⁽⁴⁾		6,444		⁽⁵⁾	03/01/2034	Ordinary Shares	6,444	$0	6,444	D
Performance Share Units	⁽⁶⁾	03/01/2024		M⁽¹⁾			4,139	⁽⁶⁾	⁽⁶⁾	Ordinary Shares	4,139	$0	0	D

Explanation of Responses:

1. Reflects the vesting of performance share units in shares earned pursuant to the satisfaction of conditions set forth in footnote 6.

2. Shares surrendered to pay taxes applicable to vesting of performance share units.

3. Restricted stock units granted pursuant to the nVent Electric plc 2018 Omnibus Incentive Plan. One-third of the restricted stock units vest on the first, second and third anniversary of March 5, 2024. Each restricted stock unit represents a right to receive one nVent Electric plc share upon vesting.

4. Employee stock option granted under the nVent 2018 Omnibus Incentive Plan.

5. One-third of the stock options become exercisable on the first, second and third anniversary of March 5, 2024.

6. Performance share units vest during the March 1, 2021-March 1, 2024 performance period one-third if the closing price for nVent shares exceeds $26.25 for 20 consecutive days and the reporting person is employed for 1 year from the grant date, one-third if the closing price for nVent shares exceeds $28.35 for 20 consecutive days and the reporting person is employed for 2 years from the grant date, and one-third if the closing price for nVent shares exceeds $30.62 for 20 consecutive days and the reporting person is employed for 3 years from the grant date. Each of the foregoing nVent share price conditions has been satisfied. Each performance share unit represents a right to receive one nVent Electric plc share upon vesting.

	/s/ John K. Wilson, Attorney-in-Fact for Michael D. Faulconer	03/05/2024
	** 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).
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