0000899243-22-008905.txt : 20220303 0000899243-22-008905.hdr.sgml : 20220303 20220303104158 ACCESSION NUMBER: 0000899243-22-008905 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220301 FILED AS OF DATE: 20220303 DATE AS OF CHANGE: 20220303 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Calkins Jeffrey CENTRAL INDEX KEY: 0001788773 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39061 FILM NUMBER: 22707085 MAIL ADDRESS: STREET 1: 7303 30 STREET S.E. CITY: CALGARY STATE: A0 ZIP: T2C 1N6 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DIRTT ENVIRONMENTAL SOLUTIONS LTD CENTRAL INDEX KEY: 0001340476 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7303 30 ST S E CITY: CALGARY ALBERTA T2C 1N6 CAN STATE: A0 ZIP: T2C 1N6 BUSINESS PHONE: 403-723-5000 MAIL ADDRESS: STREET 1: 7303 30 ST S E CITY: CALGARY ALBERTA T2C 1N6 CAN STATE: A0 ZIP: T2C 1N6 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-03-01 0 0001340476 DIRTT ENVIRONMENTAL SOLUTIONS LTD DRTT 0001788773 Calkins Jeffrey 7303-30TH STREET SE CALGARY A0 T2C 1N6 ALBERTA, CANADA 0 1 0 0 Chief Operating Officer Common Shares 2022-03-01 4 M 0 25490 A 129979 D Common Shares 2022-03-01 4 F 0 11318 1.88 D 118661 D Common Shares 2022-03-01 4 A 0 18925 0.00 A 137586 D Common Shares 2022-03-01 4 F 0 8403 1.88 D 129183 D Restricted Share Units 2022-03-01 4 M 0 25490 0.00 A Common Shares 25490 50981 D Restricted Share Units 2022-03-01 4 A 0 113282 0.00 A Common Shares 113282 113282 D Performance-Based Restricted Share Units 2022-03-01 4 A 0 113281 0.00 A Common Shares 113281 113281 D On March 1, 2021, the reporting person was granted 76,471 RSUs, vesting in three equal annual installments beginning on the first anniversary of the grant date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of Common Share or, at the Issuer's discretion, a number of Common Shares equal to the number of vested RSUs (or a combination of cash and Common Shares). One-third of the RSUs vested on March 1, 2022 and were converted into Common Stock on a one-to-one basis at the Issuer's discretion. On March 1, 2022, the reporting person was granted 18,925 share awards ("Share Awards"), and 8,403 shares were withheld to pay income taxes. Each Share Award represents an unrestricted Common Share of the Issuer. On March 1, 2022 the reporting person was granted 113,282 restricted share units ("RSUs"), vesting in three equal annual installments beginning on the first anniversary of the grant date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one share of common stock of the Issuer (a "Common Share") or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share. On March 1, 2022, the reporting person was granted a target number of RSUs equal to 113,281 restricted share units (the "Target Number of Restricted Share Units"). The number of RSUs that become vested RSUs will be between 0% and 150% of the Target Number of Restricted Share Units, depending on whether and to what extent certain trading price hurdles are achieved over the three-year performance period, which commenced on the date of grant. Vesting of the RSUs is further contingent upon the reporting person's continued employment through the end of the performance period. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one Common Share or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share. /s/ Nandini Somayaji, as attorney-in-fact for Jeff Calkins 2022-03-03