X0306 4 2019-05-31 0 0000067347 MODINE MANUFACTURING CO MOD 0001551285 Wollenberg Scott D 1500 DEKOVEN AVE. RACINE WI 53403 0 1 0 0 VP - CTO Common stock 2019-05-31 4 F 0 1567 12.85 D 66651 D Common stock 2019-05-31 4 A 0 19063 0 A 85714 D Common stock 2019-05-31 4 F 0 8818 12.85 D 76896 D Common stock 2019-06-01 4 F 0 1006 12.85 D 75890 D Common stock 2019-06-02 4 F 0 1263 12.85 D 74627 D Shares disposed of in a private transaction to cover tax withholding. This total includes 915 units of Modine common stock held in the Reporting Person's Modine 401(k) Retirement Plan account. The performance period for Performance Stock under the long-term incentive compensation plan initiated in May 2016 terminated in calendar 2019. The amount of the award varied based upon the achievement of Threshold, Target or Maximum levels. Under that plan, the Company used two measures to determine the payouts: Three-Year Average ROACE ("ROACE") and Annual Revenue Growth. The Company's ROACE for the performance period was 8.2% and Annual Revenue Growth was 18.7%, both of which exceeded the Threshold level for those performance measures. As a result, in accordance with the long-term incentive compensation plan, the Company issued shares of unrestricted stock at approximately 141% of the Target. Sylvia A. Stein, Attorney in Fact 2019-06-04