SEC Form 4
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chair & CEO
3. Date of Earliest Transaction (Month/Day/Year)
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)
Code V Amount (A) or (D) Price
Common Stock 12/13/2022 M 38,736 A $0(1) 305,847 D
Common Stock 12/13/2022 F 14,332 D $111.52 291,515 D
Common Stock 12/14/2022 S(2) 24,016 D $111.2729(3) 267,499 D
Common Stock 1,773(4) I ESOP
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 12/13/2022 M 38,736 12/13/2022 12/13/2022 Common Stock 38,736 $0.0000 0.0000(5) D
Restricted Stock Units (1) 12/15/2022 A 11,788 (6) 12/15/2027 Common Stock 11,788 $0.0000 11,788 D
Restricted Stock Units (1) 12/15/2022 A 30,853(7) 12/15/2025 12/15/2025 Common Stock 30,853 $0.0000 30,853 D
Explanation of Responses:
1. Each Restricted Stock Unit (RSU) represents a contingent right to receive, upon vesting of the award: (i) one share of common stock, and (ii) accrued cash in lieu of dividends.
2. The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person has reported on a single line all such transactions that occurred within a one dollar price range. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.
3. Reflects the weighted average sale price. The range of prices for such transaction was $111.00 to $111.55.
4. Includes shares of common stock acquired under the reporting person's Employee Stock Ownership Plan (ESOP) account through December 9, 2022.
5. The RSU grant was previously reported as covering 25,824 shares awarded on December 13, 2019, but was adjusted to reflect the 3-for-2 stock split by means of a stock dividend that occurred on September 21, 2021.
6. RSUs vest 60% on 12/15/2025, 20% on 12/15/2026, and 20% on 12/15/2027.
7. Award of RSUs as a portion of annual bonus under Amended and Restated 2012 Stock Incentive Plan.
This Form 4 reports (i) the vesting of RSUs awarded to the reporting person on December 13, 2019, (ii) a disposition by the reporting person to the issuer to cover tax liability in connection with such vesting, (iii) the open market sale by the reporting person of shares of common stock, (iv) a grant of retention RSUs to the reporting person, and (v) a grant of RSUs as a portion of the annual bonus to the reporting person.
/s/ Paul C. Reilly by Jonathan J. Doyle as Attorney-in-Fact 12/15/2022
** 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).
** 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.