0001209191-20-040018.txt : 20200702 0001209191-20-040018.hdr.sgml : 20200702 20200702102230 ACCESSION NUMBER: 0001209191-20-040018 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200625 FILED AS OF DATE: 20200702 DATE AS OF CHANGE: 20200702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gaget Anne-Sophie CENTRAL INDEX KEY: 0001816208 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15401 FILM NUMBER: 201007507 MAIL ADDRESS: STREET 1: C/O EDGEWELL PERSONAL CARE FRANCE STREET 2: 1 RUE FRANCOIS JACOB CITY: RUEIL MALMAISON STATE: I0 ZIP: 92500 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EDGEWELL PERSONAL CARE Co CENTRAL INDEX KEY: 0001096752 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 431863181 STATE OF INCORPORATION: MO FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 6 RESEARCH DRIVE CITY: SHELTON STATE: CT ZIP: 06484 BUSINESS PHONE: 203-944-5500 MAIL ADDRESS: STREET 1: 6 RESEARCH DRIVE CITY: SHELTON STATE: CT ZIP: 06484 FORMER COMPANY: FORMER CONFORMED NAME: ENERGIZER HOLDINGS INC DATE OF NAME CHANGE: 19991013 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-06-25 0 0001096752 EDGEWELL PERSONAL CARE Co EPC 0001816208 Gaget Anne-Sophie C/O EDGEWELL PERSONAL CARE FRANCE 1 RUE FRANCOIS JACOB RUEIL MALMAISON I0 92500 FRANCE 0 1 0 0 Chief Growth & Innovation Ofcr Common Stock 4448 D Restricted Stock Equivalent 4-1-2020 0.00 Common Stock 4940 D Performance Stock Equivalent 4-1-2020 0.00 Common Stock 9880 D Non-qualified Stock Option 11-14-2019 31.44 Common Stock 4288 D Restricted Stock Equivalent 11-14-2019 0.00 Common Stock 1909 D Performance Stock Equivalent 11-14-2019 0.00 Common Stock 6362 D Non-qualified Stock Option 11-15-2018 42.71 Common Stock 2468 D Restricted Stock Equivalent 11-15-2018 0.00 Common Stock 1124 D Performance Stock Equivalent 11-15-2018 0.00 Common Stock 3747 D Restricted Stock Equivalent 7-2-2018 0.00 Common Stock 5946 D Restricted Stock Equivalents 11-13-2017 0.00 Common Stock 1698 D Restricted Stock Equivalent 11-3-2016 0.00 Common Stock 1339 D Non-qualified Stock Option 7-6-2015 100.68 Common Stock 6952 D One-third of the RSEs will become vested and convert into shares of Edgewell common stock on each of 4/1/2021, 4/1/2022 and 4/1/2023 as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. The PSEs will vest and convert into shares of Edgewell common stock on the date that Edgewell releases its earnings for the fiscal year ending September 30, 2022 if specified performance criteria are met: (a) cumulative adjusted net sales for the "Performance Period" beginning on October 1, 2019 and ending on September 30, 2022 (50%), and (b) cumulative adjusted EBITDA for the Performance Period (50%). The percentage of the PSEs vesting will range from 0% to 100% based on performance. One-third of the Options will become exercisable on each of 11/14/2020, 11/14/2021 and 11/14/2022 as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. One-third of the RSEs will become vested and convert into shares of Edgewell common stock on each of 11/14/2020, 11/14/2021 and 11/14/2022 as long as the Reporting Person is employed on said date, or all or a portion may vest upon death, disability, change in control or certain termination events. One-third of the Options became exercisable on 11/15/2019 and remain unexercised. The remaining two-thirds of the Options will become exercisable on 11/15/2020 and 11/15/2021 as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. One-third of the RSEs became vested on 11/15/2019. The remaining two-thirds of the RSEs will become vested on 11/15/2020 and 11/15/2021 as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. The PSEs will vest and convert into shares of Edgewell common stock on the date that Edgewell releases its earnings for the fiscal year ending September 30, 2021 if specified performance criteria are met, subject to the exercise of negative discretion by the Compensation Committee of Edgewell's Board of Directors. The performance goal for the PSEs are the adjusted earnings per share of the Company for its 2021 fiscal year, and the adjusted cumulative free cash flow of the Company for its 2021 fiscal year as a percentage of adjusted net sales of the Company for fiscal year 2019 through fiscal year 2021. The percentage of the PSEs vesting will range from 0% to 100% based on performance. One-half of the RSEs became vested on 7/2/2019. The remaining half of the RSEs will become vested on 7/2/2020 as long as the Reporting Person is employed on said date, or all or a portion may vest upon death, disability, change in control or certain termination events. One-quarter each of the RSEs became vested on each of 11/13/2018 and 11/13/2019. The remaining one-quarter each of the RSEs will become vested on each of 11/13/2020 and 11/13/2021 as long as the Reporting Person is employed on said date, or all or a portion may vest upon death, disability, change in control or certain termination events. One-quarter each of the RSEs became vested on each of 11/3/2017, 11/3/2018 and 11/3/2019. The remaining one-quarter of the RSEs will become vested on 11/3/2020 as long as the Reporting Person is employed on said date, or all or a portion may vest upon death, disability, change in control or certain termination events. All of these Options are fully vested and remain unexercised. I, Anne-Sophie Gaget, an Officer of Edgewell Personal Care Company hereby authorize and designate Marisa Iasenza to sign and file all Forms 3, 4 and 5 which I may be required to file with the Securities and Exchange Commission pursuant to Section 16(a) of the Securities Exchange Act of 1934. Such authority shall continue indefinitely until such time as I revoke such authority in writing. Her authority shall not be exclusive and nothing herein shall serve to prohibit me from designating other persons to sign and file my Forms 3, 4 and 5, or from so signing and filing such Forms myself. Anne-Sophie Gaget 2020-06-30