0001615594-21-000083.txt : 20210804 0001615594-21-000083.hdr.sgml : 20210804 20210804203003 ACCESSION NUMBER: 0001615594-21-000083 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210802 FILED AS OF DATE: 20210804 DATE AS OF CHANGE: 20210804 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAMPSON RANDALL D CENTRAL INDEX KEY: 0001042527 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31588 FILM NUMBER: 211145871 MAIL ADDRESS: STREET 1: 1100 CANTERBURY ROAD CITY: SHAKOPEE STATE: MN ZIP: 55379 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNICATIONS SYSTEMS INC CENTRAL INDEX KEY: 0000022701 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 410957999 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10900 RED CIRCLE DRIVE CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: 9529961674 MAIL ADDRESS: STREET 1: 10900 RED CIRCLE DRIVE CITY: MINNETONKA STATE: MN ZIP: 55343 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2021-08-02 0 0000022701 COMMUNICATIONS SYSTEMS INC JCS 0001042527 SAMPSON RANDALL D 1100 CANTERBURY ROAD SHAKOPEE MN 55379 1 0 0 0 Common Stock 2021-08-02 4 M 0 16767 6.33 A 76666 D Common Stock 2021-08-02 4 F 0 14844 7.15 D 61822 D Common Stock 2021-08-02 4 M 0 10000 4.34 A 71822 D Common Stock 2021-08-02 4 F 0 6069 7.15 D 65753 D Common Stock 2021-08-02 4 M 0 12500 2.74 A 78253 D Common Stock 2021-08-02 4 F 0 4790 7.15 D 73463 D Common Stock 2021-08-02 4 M 0 10000 4.94 A 83463 D Common Stock 2021-08-02 4 F 0 6909 7.15 D 76554 D Common Stock 681334 I See footnotes 2 and 3 Stock Option (Right-to-Buy) 11.05 2021-08-02 4 J 0 16767 0 D 2022-05-21 Common Stock 16767 0 D Stock Option (Right-to-Buy) 6.33 2021-08-02 4 M 0 16767 0 D 2023-05-19 Common Stock 16767 0 D Stock Option (Right-to-Buy) 4.34 2021-08-02 4 M 0 10000 0 D 2024-05-24 Common Stock 10000 0 D Stock Option (Right-to-Buy) 2.74 2021-08-02 4 M 0 12500 0 D 2026-05-22 Common Stock 12500 0 D Stock Option (Right-to-Buy) 4.94 2021-08-02 4 M 0 10000 0 D 2027-06-17 Common Stock 10000 0 D Includes 34,550 shares owned by reporting person individually and 25,349 shares owned jointly by reporting person and his spouse Held as of August 2, 2021 by the Sampson Family Real Estate Holdings, LLC (SFREH), of which Mr. Sampson is the sole manager. Members of SFREH include the Marian Arlis Sampson 2012 Family Revocable Trust, the Curtis A. Sampson Family Trust, and the Randall D. Sampson GST Trust, of which Mr. Sampson is the grantor and his grandchildren are beneficiaries. Mr. Sampson and his children are among the beneficiaries of the Marian Arlis Sampson 2012 Family Irrevocable Trust and the Curtis A. Sampson Family Trust. Mr. Sampson disclaims beneficial ownership in membership interests of SFREH in which he has no pecuniary interest. Following the death of Curtis A. Sampson on July 16, 2020, Randall D. Sampson became the executor of the estate of Curtis A. Sampson, became the trustee of certain trusts of Curtis A. Sampson that held Communication Systems, Inc. stock and was granted other fiduciary powers relating to Communications Systems, Inc. stock. Transactions by Mr. R. Sampson in Communications Systems, Inc. stock in his fiduciary capacity subsequent to July 16, 2020 are exempt from reporting under Rule 16a-2(d)(1). As provided under the 2011 Plan and in accordance with the determinations of the Compensation Committee, all stock options outstanding on August 2, 2021 having an exercise price equal or greater than the Fair Market Value on the August 2, 2021 closing date of the E&S Sale Transaction were terminated and cancelled as of the closing date without any payment therefor. Option fully vested on May 19, 2017 Option fully vested on May 24, 2018 Option fully vested on May 22, 2020 Option fully vested on June 17, 2021 Suzette McNally, Attorney-in-Fact for Randall D. Sampson 2021-08-04