0001209191-12-035503.txt : 20120627 0001209191-12-035503.hdr.sgml : 20120627 20120627154045 ACCESSION NUMBER: 0001209191-12-035503 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090605 FILED AS OF DATE: 20120627 DATE AS OF CHANGE: 20120627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BERETTA JOSEPH M CENTRAL INDEX KEY: 0001278667 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18914 FILM NUMBER: 12929479 MAIL ADDRESS: STREET 1: C/O R&B INC. STREET 2: 3400 EAST WALNUT STREET CITY: COLMAR STATE: PA ZIP: 18915 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dorman Products, Inc. CENTRAL INDEX KEY: 0000868780 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 232078856 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 BUSINESS PHONE: 2159971800 MAIL ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 FORMER COMPANY: FORMER CONFORMED NAME: R & B INC DATE OF NAME CHANGE: 19930328 4 1 doc4.xml FORM 4 SUBMISSION X0305 4 2009-06-05 0 0000868780 Dorman Products, Inc. DORM 0001278667 BERETTA JOSEPH M C/O DORMAN PRODUCTS, INC. 3400 WALNUT STREET COLMAR PA 18915 0 1 0 0 Co-President Common Stock 2009-06-05 4 M 0 2500 8.01 A 2500 D Common Stock 2009-06-05 4 F 0 334 14.20 D 2166 D Common Stock 2009-11-18 4 M 0 3100 8.01 A 3100 D Common Stock 2009-11-18 4 F 0 458 15.50 D 2642 D Common Stock 2010-03-08 4 M 0 3500 8.01 A 3500 D Common Stock 2010-03-08 4 F 0 767 19.25 D 2733 D Common Stock 2010-05-26 4 M 0 7000 8.01 A 7000 D Common Stock 2010-05-26 4 F 0 1681 22.25 D 5319 D Common Stock 2010-09-03 4 S 0 1500 24.93 D 3819 D Common Stock 2010-09-03 4 S 0 500 24.91 D 3319 D Common Stock 2012-04-28 4 F 0 1349 38.99 D 18651 D Common Stock 2012-05-31 4 M 0 37476 8.01 A 72823 D Common Stock 2012-06-05 4 M 0 88848 4.01 A 161671 D Common Stock 2012-06-05 4 F 0 27404 22.46 D 134267 D Common Stock 2012-06-06 4 S 0 3000 45.00 D 131267 D Common Stock 2012-06-07 4 S 0 3700 46.60 D 127567 D Common Stock 2012-06-08 4 S 0 7672 46.51 D 119895 D Common Stock 2012-06-11 4 S 0 4400 46.50 D 115495 D Common Stock 2012-06-12 4 S 0 13490 46.51 D 102005 D Common Stock 2012-06-13 4 S 0 2400 46.50 D 99605 D Common Stock 2012-06-15 4 S 0 100 46.50 D 99505 D Common Stock 2012-06-22 4 S 0 4000 23.25 D 133566 D Common Stock 8.01 2009-06-05 4 M 0 2500 0.00 D 2014-02-02 Common Stock 2500 97500 D Common Stock 8.01 2009-11-18 4 M 0 3100 0.00 D 2014-02-02 Common Stock 3100 94400 D Common Stock 8.01 2010-05-26 4 M 0 7000 0.00 D 2014-02-02 Common Stock 7000 83900 D Common Stock 8.01 2012-05-31 4 M 0 37476 0.00 D 2014-02-02 Common Stock 37476 44424 D Common Stock 4.01 2012-06-05 4 M 0 88848 0.00 D 2014-02-02 Common Stock 88848 0 D The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 5, 2009, without giving effect to subsequent transactions. These shares were withheld by the issuer upon the exercise of an employee stock option to satisfy Mr. Beretta's tax withholding obligations. Such withholding is treated as a disposition of securities under Section 16 of the Securities Exchange Act of 1934, as amended. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on November 18, 2009, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on March 8, 2010, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on May 26, 2010, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on September 3, 2010, without giving effect to subsequent transactions. These shares were withheld by the issuer upon the vesting of a restricted stock award to satisfy Mr. Beretta's tax withholding obligations. Such withholding is treated as a disposition of securities under Section 16 of the Securities Exchange Act of 1934, as amended. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on April 28, 2012, without giving effect to subsequent transactions. This option was exercised pursuant to a Rule 10b5-1 Trading Plan adopted by Mr. Beretta on May 4, 2012. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on May 31, 2012, without giving effect to subsequent transactions. On May 15, 2012, Dorman Products, Inc. declared a stock dividend, payable on June 15, 2012 to all holders of record of common stock on June 1, 2012, of one share of Common Stock for each share of Common Stock outstanding. As a result of anti-dilution provisions in Dorman Products, Inc.'s stock option plan, an option to purchase 44,424 shares of Common Stock at an exercise price of $8.01 per share held by the reporting person was deemed to be adjusted as of June 1, 2012, the record date for the stock dividend, into an option to purchase 88,848 shares of Common Stock at an exercise price of $4.01 per share. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 5, 2012, without giving effect to subsequent transactions. Withheld shares and price have been adjusted to reflect the stock dividend payable as of June 1, 2012. The sales reported on this Form 4 by Mr. Beretta subsequent to May 4, 2012 were effected pursuant to a Rule 10b5-1 Trading plan adopted by Mr. Beretta on May 4, 2012. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.00 to $45.04. The reporting person undertakes to provide to Dorman Products, Inc., any security holder of Dorman Products, Inc. or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 6, 2012, without giving effect to subsequent transactions. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.50 to $46.68. The reporting person undertakes to provide to Dorman Products, Inc., any security holder of Dorman Products, Inc. or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 7, 2012, without giving effect to subsequent transactions. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.50 to $46.52. The reporting person undertakes to provide to Dorman Products, Inc., any security holder of Dorman Products, Inc. or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 8, 2012, without giving effect to subsequent transactions. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranaging from $46.50 to $46.51. The reporting person undertakes to provide to Dorman Products, Inc., any security holder of Dorman Products, Inc. or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 11, 2012, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 12, 2012, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 13, 2012, without giving effect to subsequent transactions. The amount reported in this column reflects the amount of securities beneficially owned following the reported transaction on June 15, 2012, without giving effect to subsequent transactions. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.25 to $23.26. The reporting person undertakes to provide to Dorman Products, Inc., any security holder of Dorman Products, Inc. or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote On June 15, 2012, Dorman Products, Inc. paid a stock dividend to all Common Stock holders of record on June 1, 2012 of one share of Common Stock for each share of Common Stock outstanding, resulting in the reporting person's ownership of additional shares of Common Stock. Share amounts have been adjusted to reflect the dividend paid on June 15, 2012 The option, representing a right to purchase a total of 100,000 shares, became exercisable in five equal annual installments beginning on February 2, 2005. This option was previously reported as an option to purchase the balance of 44,424 shares of Common Stock at an exercise price of $8.01 per share (see transaction reported on prior row), but was deemed adjusted as of June 1, 2012 to reflect the stock dividend declared by Dorman Products, Inc. on May 15, 2012. The filing of this Statement shall not be construed as an admission (a) that the person filing this Statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any equity securities covered by this Statement, or (b) that this Statement is legally required to be filed by such person. /s/Joseph M. Beretta 2012-06-27