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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Univar Solutions Inc. [ UNVR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/16/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Performance-Based Restricted Stock Units | (1) | 02/16/2023 | A | 3,536 | (2) | (2) | Common Stock | 3,536 | $0.0000(1) | 5,304 | D | ||||
Restricted Stock Units - 23 | (3) | 02/17/2023 | A | 7,810 | (4) | (4) | Common Stock | 7,810 | $0.0000(3) | 7,810 | D |
Explanation of Responses: |
1. Each performance restricted stock unit ("PRSU") represents a contingent right to receive, at settlement, one share of common stock upon vesting. |
2. In 2021, the Reporting Person was granted an award of PRSUs ("2021 PRSUs"). The second tranche of 2021 PRSUs ("Tranche 2 2021 PRSUs") was to be earned based on a predetermined Adjusted Earnings Per Share performance goal during the period January 1, 2022 to December 31, 2022 ("Performance Goal") followed by continued employment through December 31, 2023. The reported number of securities represents the Tranche 2 2021 PRSUs that were deemed conditionally earned on February 16, 2023 following the certification of the attainment of the Performance Goal by the Compensation Committee, and vest on December 31, 2023, subject to continued employment through such date. |
3. Each restricted stock unit is equivalent to one share of common stock upon vesting. |
4. On February 17, 2023, the reporting person was granted 7,810 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date, subject to the reporting person continuing to be employed by the issuer through each such date. |
/s/ Noelle J. Perkins, as Attorney-in-Fact for Pat Jerding | 02/20/2023 | |
** 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. |