SEC FORM 4

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^*

Poirier Robert Joseph

(Last)

(First)

(Middle)

1001 THIRD AVENUE SOUTH

(Street)

MINNEAPOLIS

55442

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Sleep Number Corp [ SNBR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/21/2017

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/26/2017		M		3,200	A	$28.99	9,911	D
Common Stock	04/26/2017		M		825	A	$18.81	10,736	D
Common Stock	04/26/2017		M		707	A	$17.77	11,443	D
Common Stock	04/26/2017		S		4,732	D	$31.4935	6,711	D
Common Stock	04/26/2017		S		3,032	D	$31.6⁽¹⁾	3,679	D
Common Stock	03/21/2018		A		630	A	$0	4,309	D
Common Stock	08/24/2018		S		1,412	D	$32.51	2,897	D
Common Stock	11/06/2018		M		734	A	$23.61	3,631	D
Common Stock	11/06/2018		S		734	D	$39.3867	2,897	D
Common Stock	11/06/2018		M		825	A	$18.81	3,722	D
Common Stock	11/06/2018		S		825	D	$39.4446⁽²⁾	2,897	D
Common Stock	11/06/2018		M		1,475	A	$33.32	4,372	D
Common Stock	11/06/2018		S		1,475	D	$39.4222⁽³⁾	2,897	D
Common Stock	03/21/2019		F		67⁽⁴⁾	D	$47.82	2,830	D
Common Stock	03/29/2019		A		485	A	$0	3,315	D
Common Stock	07/30/2019		M		512	A	$34.35	3,827	D
Common Stock	07/30/2019		S		512	D	$50.641⁽⁵⁾	3,315	D
Common Stock	07/30/2019		M		825	A	$18.81	4,140	D
Common Stock	07/30/2019		S		825	D	$50.385⁽⁶⁾	3,315	D
Common Stock	07/30/2019		M		733	A	$23.61	4,048	D
Common Stock	07/30/2019		S		733	D	$50.3956⁽⁷⁾	3,315	D
Common Stock	07/30/2019		S		2,410	D	$49.58⁽⁸⁾	905⁽⁹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$23.61	03/21/2017		A		2,200		03/21/2018	03/21/2027	Common Stock	2,200	$0	2,200	D
Employee Stock Option (Right to Buy)	$28.99	04/26/2017		M			3,200	02/23/2013	02/23/2022	Common Stock	3,200	$0	0	D
Employee Stock Option (Right to Buy)	$18.81	04/26/2017		M			825	03/22/2017	03/22/2026	Common Stock	825	$0	1,650	D
Employee Stock Option (Right to Buy)	$17.77	04/26/2017		M			707	03/28/2015	03/28/2024	Common Stock	707	$0	0	D
Employee Stock Option (Right to Buy)	$34.35	03/21/2018		A		1,535		03/21/2019	03/21/2028	Common Stock	1,535	$0	1,535	D
Employee Stock Option (Right to Buy)	$23.61	11/06/2018		M			734	03/21/2018	03/21/2027	Common Stock	734	$0	1,466	D
Employee Stock Option (Right to Buy)	$18.81	11/06/2018		M			825	03/22/2017	03/22/2026	Common Stock	825	$0	825	D
Employee Stock Option (Right to Buy)	$33.32	11/06/2018		M			1,475	03/16/2016	03/16/2025	Common Stock	1,475	$0	0	D
Employee Stock Option (Right to Buy)	$47	03/29/2019		A		1,175		03/29/2020	03/29/2029	Common Stock	1,175	$0	1,175	D
Employee Stock Option (Right to Buy)	$34.35	07/30/2019		M			512	03/21/2019	03/21/2028	Common Stock	512	$0	1,023	D
Employee Stock Option (Right to Buy)	$18.81	07/30/2019		M			825	03/22/2017	03/22/2026	Common Stock	825	$0	0	D
Employee Stock Option (Right to Buy)	$23.61	07/30/2019		M			733	03/21/2018	03/21/2027	Common Stock	733	$0	733	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $31.59 and $31.61, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $49.39 and $49.75, inclusive. The reporting person will provide the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $39.3867 and $39.44, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

4. These shares were withheld from the vesting of a restricted stock unit award to cover the reporting persons estimated tax obligation.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $50.50 and $50.8350, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $50.23 and $50.68, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $50.23 and $50.69, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $49.39 and $49.75, inclusive. The reporting person will provide to the SEC Staff, Sleep Number or any security holder of Sleep Number, upon request, full information regarding the number of shares sold at each separate price.

9. Includes 905 shares from Restricted Stock Unit awards that vest over time.

Remarks:

In September 2019, the Issuer became aware that the Reporting Person had not filed any beneficial ownership reports. This Form 4 reports all transactions that have occurred from March 18, 2017 to date.

	Robert Joseph Poirier, by Rebecca L. Long, attorney-in-fact	09/19/2019
	** 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).
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.