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).
1. Name and Address of Reporting Person*
WALCHIRK MARK S
(Last) (First) (Middle)
1031 MENDOTA HEIGHTS ROAD
(Street)
ST. PAUL MN 55120
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PATTERSON COMPANIES, INC. [ PDCO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
06/28/2019
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 06/28/2019 A(1) 374 A $17.0765 98,545(2)(3)(4) D
Common Stock 07/01/2019 F(5) 2,181 D $22.25 96,364(3)(4)(6) D
Common Stock 07/01/2019 A(7) 36,517 A $22.25 132,881(3)(4)(6) D
Common Stock 385(8) I By 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
Employee Stock Options $22.25 07/01/2019 A(9) 243,994 (10) 07/01/2029 Common Stock 243,994 $22.25 243,994 D
Employee Stock Options(11) $22.48 07/01/2021 07/01/2028 Common Stock 99,956 99,956 D
Employee Stock Options(12) $35.41 12/01/2020 12/01/2027 Common Stock 52,764 52,764 D
Explanation of Responses:
1. Shares acquired by Reporting Person pursuant to the Patterson Companies, Inc. Employee Stock Purchase Plan.
2. Includes 42,928 Restricted Stock Units (RSUs") awarded on 12/1/2017 and 7/1/2018 to Reporting Person pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Incentive Plan ("Plan"). The RSUs vest contingent upon continued employment as follows: 7,126 units in aggregate vest on 7/1/2019, 1,824 units in aggregate vest on 12/1/2019, 7,126 units in aggregate vest on 7/1/2020, 1,824 units in aggregate vest on 12/1/2020, 7,126 units in aggregate vest on 7/1/2021, 1,824 units in aggregate vest on 12/1/2021, 7,127 units in aggregate vest on 7/1/2022, 1,824 units in aggregate vest on 12/1/2022 and 7,127 units in aggregate vest on 7/1/2023.
3. Includes 28,241 RSUs granted to Reporting Person on 12/1/2017 as an inducement award granted outside the Plan. The RSUs will vest, assuming continued employment on 12/1/2019.
4. Includes 5,766 shares acquired pursuant to Reporting Person's participation in the Patterson Companies, Inc. Capital Accumulation Plan in the year 2018 and remain subject to the terms of such plan.
5. Represents shares of common stock withheld for payment of taxes incurred upon the lapse of restrictions on RSUs issued pursuant to the Plan.
6. Includes 35,802 RSUs awarded on 12/1/2017 and 7/1/2018 to Reporting Person pursuant to the Plan. The RSUs vest contingent upon continued employment as follows: 1,824 units vest 12/1/2019, 7,126 units vest 7/1/2020, 1,824 units vest 12/1/2020, 7,126 units vest 7/1/2021, 1,824 units vest 12/1/2021, 7,127 units vest 7/1/2022, 1,824 units vest 12/1/2022 and 7,127 units vest 7/1/2023.
7. Represents RSUs awarded on 7/1/2019 to Reporting Person pursuant to the Plan. The RSUs awarded vest, assuming continued employment, 100% on 7/1/2022.
8. Represents shares of common stock indirectly help by the Reporting Person's Employee Stock Ownership Plan ("ESOP") account through June 28, 2019.
9. Stock options granted pursuant to the Plan on 7/1/2019.
10. Options are exercisable as follows: 33% on 7/1/2020, 33% on 7/1/2021 and 34% on 7/1/2022.
11. Stock options granted pursuant to the Plan on 7/1/2018.
12. Stock options granted pursuant to the Plan on 12/1/2017.
Remarks:
Les B. Korsh, by Power of Attorney 07/02/2019
** 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).
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