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*
West Michael W.

(Last) (First) (Middle)
C/O TRANSCAT, INC.
35 VANTAGE POINT DRIVE

(Street)
ROCHESTER NY 14624

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANSCAT INC [ TRNS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Distribution & Marketing
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2020
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, $.50 par value 06/04/2020 A 1,956(1) A $0 16,419(2) D
Common Stock, $.50 par value 06/04/2020 F 760(3) D $26.29 15,659 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0(4) (4) (4) Common Stock, $.50 par value 350 350 D
Restricted Stock Units $0(5) (5) (5) Common Stock, $.50 par value 2,341 2,341 D
Restricted Stock Units $0(6) (6) (6) Common Stock, $.50 par value 3,425 3,425 D
Stock Option (Right to Buy) $12 (7) 06/19/2022 Common Stock, $.50 par value 25,000 25,000 D
Explanation of Responses:
1. These shares were awarded to Mr. West upon the vesting of a performance-based restricted stock award granted to him under the Transcat, Inc. 2003 Incentive Plan, as amended, in a transaction exempt under Rule 16b-3. The shares underlying this award vested after three years based on the Company's achievement on certain pre-determined earnings per share thresholds over the eligible three-year period that ended in fiscal year 2020.
2. Includes 66 shares acquired under the Transcat, Inc. Employees' Stock Purchase Plan.
3. These shares were withheld to cover related tax witholding obligations.
4. These restricted stock units, which convert into common stock on a one-for-one basis, vested one-third on each of April 1, 2019 and April 1, 2020 and vest one-third on April 1, 2021, except as otherwise provided in the award notice.
5. These restricted stock units, which convert into common stock on a one-for-one basis, vest on March 26, 2022, except as otherwise provided in the award notice.
6. These restricted stock units, which convert into common stock on a one-for-one basis, vest on March 27, 2021, except as otherwise provided in the award notice.
7. This option has fully vested as of the date of this report.
Remarks:
/s/ Michael J. Tschiderer, Attorney-in-fact for Michael W. West 06/08/2020
** 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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