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*
BARBOUR D. SCOTT

(Last) (First) (Middle)
C/O ADVANCED DRAINAGE SYSTEMS, INC.
4640 TRUEMAN BOULEVARD

(Street)
HILLIARD OH 43026

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ADVANCED DRAINAGE SYSTEMS, INC. [ WMS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2023
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 22,668 D
Common Stock 02/15/2023 G(1) V 9,000 D $0.00 66,146 I Reporting Person's Revocable Trust(2)
Common Stock 02/15/2023 G(1) V 9,000 A $0.00 93,500 I Reporting Person's Irrevocable Trust(3)
Common Stock 02/15/2023 G(4) V 15,500 D $0.00 50,646 I Reporting Person's Revocable Trust(2)
Common Stock 02/15/2023 G(4) V 15,500 A $0.00 23,000 I Spouse's Revocable Trust(5)
Common Stock 02/17/2023 G(6) V 9,000 D $0.00 14,000 I Spouse's Revocable Trust(5)
Common Stock 02/17/2023 G(6) V 9,000 A $0.00 61,500 I Spouse's Irrevocable Trust(7)
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
Explanation of Responses:
1. On February 15, 2023, the revocable trust for the benefit of the reporting person contributed 9,000 shares of common stock of Advanced Drainage Systems, Inc. ("ADS") to an irrevocable spousal access trust established by the reporting person, of which the reporting person's spouse is a co-trustee. The beneficiaries of the irrevocable trust are the reporting person and his children.
2. Shares held in revocable trust for the benefit of the reporting person.
3. Shares held in irrevocable spousal access trust established by the reporting person, of which the reporting person's spouse is a co-trustee. The beneficiaries of the irrevocable trust are the reporting person and his children.
4. On February 15, 2023, the revocable trust for the benefit of the reporting person contributed 15,500 shares of common stock of Advanced Drainage Systems, Inc. ("ADS") to a revocable trust for the benefit of the reporting person's spouse.
5. Shares held in revocable trust for the benefit of the reporting person's spouse.
6. On February 17, 2023, the revocable trust for the benefit of the reporting person's spouse contributed 9,000 shares of common stock of ADS to an irrevocable spousal access trust established by the reporting person's spouse, of which the reporting person is a co-trustee. The beneficiaries of the irerrevocable trust include the reporting person's spouse and his children.
7. Shares held in irrevocable spousal access trust established by the reporting person's spouse, of which the reporting person is a co-trustee. The beneficiaries of the irerrevocable trust include the reporting person's spouse and his children.
Remarks:
President & Chief Executive Officer
/s/ D. Scott Barbour, by Scott A. Cottrill as attorney-in-fact 02/17/2023
** 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.