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*
Fugal Jay Grant

(Last) (First) (Middle)
321 SOUTH 1250 WEST SUITE 1

(Street)
LINDON UT 84042

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PROFIRE ENERGY INC [ PFIE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP of Operations
3. Date of Earliest Transaction (Month/Day/Year)
03/04/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
03/06/2020
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 03/04/2020 A 21,251(1) A $1.2(2) 46,843 D
Common Stock 03/04/2020 F 5,876(3)(4) D $0 40,967(4) D
Common Stock 03/04/2020 F 211(5)(6) D $0 40,756(6) 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
Explanation of Responses:
1. The shares of Common Stock represent the amount awarded pursuant to the Issuer's 2019 Executive Annual Incentive Plan previously filed with the SEC.
2. The price per share reflects the weighted average share price for the five days prior to the grant of the award. This calculation is in accordance with the executive's Annual Incentive Plan as previously filed with the SEC.
3. These shares were withheld for payment of the tax liability for the shares awarded pursuant to the previously reported 2019 AIP.
4. The original Form 4, filed on March 6, 2020, is being amended by this Form 4 amendment solely to correct an administrative error, which misreported the number of shares withheld to cover the taxes and fees related to shares issued pursuant to the 2019 AIP award. The original Form 4 reported that 2,242 shares were withheld when 5,876 shares were actually withheld. As a result of this administrative error, the number of shares beneficially owned by the reporting person following the corrected transaction reflects a reduction in the number of shares reported as beneficially owned by the reporting person by 3,634 shares.
5. Shares vested pursuant to a previously reported restricted stock award and these shares were withheld for payment of the tax liability.
6. The original Form 4, filed on March 6, 2020, is being amended by this Form 4 amendment solely to correct an administrative error, which misreported the number of shares withheld to cover the taxes and fees related to shares issued pursuant to the 2019 AIP award. The original Form 4 reported that 211 shares were withheld when 553 shares were actually withheld. As a result of this administrative error, the number of shares beneficially owned by the reporting person following the corrected transaction reflects a reduction in the number of shares reported as beneficially owned by the reporting person by 342 shares.
Remarks:
Todd Fugal as attorney-in-fact for Jay G. Fugal 03/11/2020
** 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).
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.