0001104659-21-052567.txt : 20210420 0001104659-21-052567.hdr.sgml : 20210420 20210420163719 ACCESSION NUMBER: 0001104659-21-052567 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210416 FILED AS OF DATE: 20210420 DATE AS OF CHANGE: 20210420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOSSELMANN RAINER H CENTRAL INDEX KEY: 0001028546 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31756 FILM NUMBER: 21838307 MAIL ADDRESS: STREET 1: PUROFLOW INCORPORATED STREET 2: ONE CHURCH STREET SUITE 302 CITY: ROCKVILLE STATE: MD ZIP: 20850 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARGAN INC CENTRAL INDEX KEY: 0000100591 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 131947195 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: ONE CHURCH STREET SUITE 201 CITY: ROCKVILLE STATE: MD ZIP: 20850 BUSINESS PHONE: 301 315-0027 MAIL ADDRESS: STREET 1: ONE CHURCH STREET SUITE 201 CITY: ROCKVILLE STATE: MD ZIP: 20850 FORMER COMPANY: FORMER CONFORMED NAME: PUROFLOW INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ULTRA DYNAMICS CORP DATE OF NAME CHANGE: 19830522 4 1 tm2113525-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-04-16 0 0000100591 ARGAN INC AGX 0001028546 BOSSELMANN RAINER H C/O ARGAN, INC., ONE CHURCH STREET, SUITE 201 ROCKVILLE MD 20850 0 1 0 0 Chairman & CEO Common Stock 349895 D Stock Option to Purchase Common Stock 54.60 2021-04-16 4 A 0 12500 0.00 A 2022-04-16 2031-04-16 Common Stock 10000 307500 D Performance-Based Restricted Stock Units 0.00 2021-04-16 4 A 0 12500 0.00 A Common Stock 12500 35000 D Time-Based Restricted Stock Units 0.00 2021-04-16 4 A 0 12500 0.00 A Common Stock 12500 12500 D 2,241 shares are held by Rainer and Beverley Bosselmann, as joint tenants, and the remaining shares are held directly by Rainer Bosselmann. On April 16, 2021, the Reporting Person received 10-year options to purchase 12,500 shares of the Issuer's common stock with an exercise price of $54.60 per share. The options will vest ratably over three years on each anniversary of the grant date starting from 04/16/2022. As of the date of this filing, the total number of options owned by the Reporting Person includes (a) options to acquire 25,000 shares of common stock at a price of $16.37 per share with Date Exercisable of 03/07/2014 and Expiration Date of 03/07/2023; (b) options to acquire 50,000 shares of common stock at a price of $32.68 with Date Exercisable of 04/16/2016 and Expiration Date of 04/16/2025; (c) options to acquire 50,000 shares of common stock at a price of $33.85 per share with Date Exercisable of 04/13/2017 and Expiration Date of 04/13/2026; (d) options to acquire 50,000 shares of common stock at a price of $64.25 per share with Date Exercisable of 04/06/2018 and Expiration Date of 04/06/2027; (e) options to acquire 40,000 shares of common stock at a price of $37.60 per share with Date Exercisable of 04/13/2019 and Expiration Date of 04/13/2028; (f) options to acquire 40,000 shares of common stock at a price of $50.30 per share with Date Exercisable of 4/12/2020 and Expiration Date of 4/12/2029; (g) options to acquire 40,000 shares of common stock at a price of $33.81 per share with Date Exercisable 4/16/2021 and Expiration Date of 4/16/2030; and (h) options to acquire 12,500 shares of common stock at a price of $54.60 with Date Exercisable of 4/16/2022 and Expiration Date of 4/16/2031, all of which are subject to the aforementioned three-year ratably vesting schedule. On April 16, 2021, the Reporting Person was granted Performance-Based Restricted Stock Units (the "PBRSUs") in the target number of 12,500 shares (the "Target"), the vesting of which is subject to the rank of the Total Stock Return ("TSR") of the Issuer's common stock over a three-year period, as determined by the Issuer's Board of Directors, to the comparable TSRs of 12 peer public companies to be disclosed in the Issuer's 2021 Proxy Statement. Each PBRSU represents a contingent right to receive one share of the Issuer's common stock. The payout ratio of the Target, ranging from 0% to 200%, will depend on the degree of achievement of the TSR ranking. The determination of the number of shares of common stock to be issued shall occur at the end of the three-year performance period. As of the date of this filing, the remaining number of PBRSUs beneficially owned by the Reporting Person includes (a) a target number of 10,000 shares of PBRSUs granted on April 12, 2019; (b) a target number of 12,500 shares of PBRSUs granted on April 16, 2020; and (c) a target number of 12,500 shares of PBRSUs granted on April 16, 2021, all to vest in their entirety at the end of a three-year performance period as generally reported under footnote 5 above. On April 16, 2021, the Reporting Person was granted Time-Based Restricted Stock Units (the "TBRSUs") covering 12,500 shares of common stock. The TBRSUs will vest in equal installments on each of the next three anniversaries of the grant date starting on 04/16/2022. /s/ Rainer H. Bosselmann 2021-04-20