0000009984-24-000150.txt : 20241218 0000009984-24-000150.hdr.sgml : 20241218 20241218170002 ACCESSION NUMBER: 0000009984-24-000150 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241216 FILED AS OF DATE: 20241218 DATE AS OF CHANGE: 20241218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: REASON IAN MALCOLM CENTRAL INDEX KEY: 0001923290 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-04801 FILM NUMBER: 241560076 MAIL ADDRESS: STREET 1: C/O BARNES GROUP INC. STREET 2: 123 MAIN STREET CITY: BRISTOL STATE: CT ZIP: 06010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BARNES GROUP INC CENTRAL INDEX KEY: 0000009984 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 060247840 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 123 MAIN ST CITY: BRISTOL STATE: CT ZIP: 06010 BUSINESS PHONE: 8605837070 MAIL ADDRESS: STREET 1: 123 MAIN ST CITY: BRISTOL STATE: CT ZIP: 06010 FORMER COMPANY: FORMER CONFORMED NAME: ASSOCIATED SPRING CORP DATE OF NAME CHANGE: 19760518 4 1 wk-form4_1734559195.xml FORM 4 X0508 4 2024-12-16 0 0000009984 BARNES GROUP INC B 0001923290 REASON IAN MALCOLM BARNES GROUP INC. 123 MAIN STREET BRISTOL CT 06010 0 1 0 0 SVP, BGI; Pres., Barnes Aero 0 Common Stock 2024-12-16 4 A 0 6042 0 A 18939.12 D Common Stock 2024-12-16 4 F 0 2379 47.11 D 16560.12 D Common Stock 2024-12-16 4 A 0 7000 0 A 23560.12 D Common Stock 2024-12-16 4 F 0 2757 47.11 D 20803.12 D Common Stock 2024-12-16 4 A 0 17072 0 A 37875.12 D Common Stock 2024-12-16 4 F 0 6720 47.11 D 31155.12 D Reflects the accelerated vesting of Performance Share Awards that were scheduled to vest on February 10, 2025, February 9, 2026, and February 8, 2027, respectively, and that otherwise would have vested upon the closing of the transactions contemplated by the Agreement and Plan of Merger, dated October 6, 2024, by and among Barnes Group Inc., Goat Holdco, LLC and Goat Merger Sub, Inc. (the Merger Agreement), for the purpose of mitigating potential adverse tax consequences under Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, in connection with the consummation of the transactions contemplated by the Merger Agreement. Includes balances of 1,208 Restricted Stock Units ("RSUs") granted 5/2/2022, 2,799 RSUs granted 2/9/2023, and 6,200 RSUs granted 2/8/2024, that are subject to forfeiture if certain events occur, and are payable in shares of common stock on or as soon as practicable following the applicable vesting date. Reflects shares withheld to satisfy income tax and remittance obligations of the reporting person in connection with the acceleration described above. Ian Malcolm Reason by Daniela Rivera under Power of Attorney 2024-12-18