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Ledesma Bruce's Form 4 filing

Nextpower Inc.NXT · filed May 22, 2024

Accession no.
0000950103-24-007026
Filed
May 22, 2024
Trade date
May 20-21, 2024
Filing delay
2 days
Rule 10b5-1 plan
Checked

This filing lists 4 non-derivative transactions and 2 derivative transactions. Open-market sales total $532.8K. It was filed 2 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Ledesma BruceCIK 0001209945Officer (President - Strtgy & Admnstrtn)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
May 20, 2024Common StockSSaleDisposed−11,967$43.90F2−$525,351.317,555Direct
May 20, 2024Common StockSSaleDisposed−168$44.41F3−$7,460.8817,387Direct
May 21, 2024Common StockAGrant or awardAcquired+76,219.5$0.00F4$093,606.5Direct
May 21, 2024Common StockAGrant or awardAcquired+44,753$0.00F7$0138,359.5Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
May 21, 2024Common StockAGrant or awardAcquired+49,286–F6,F8–88,666.2Direct
May 21, 2024Common StockAGrant or awardAcquired+34,006$0.00$034,006Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F2

The reported price in Column 4 for these sales transactions is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.36 to $44.35 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F3

The reported price in Column 4 for these sales transactions is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.38 to $44.43 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F4

Reflects performance stock units ("PSUs"), originally granted to the Reporting Person on June 21, 2023, which were initially earned upon certification by the Board of Directors of the Issuer on May 21, 2024 of the level of achievement of the financial performance metrics applicable to the PSUs for the performance period from April 1, 2023 to March 31, 2024. The PSUs remain subject to an rTSR modifier performance metric for the performance period from April 1, 2023 to March 31, 2026, pursuant to which the number of shares earned based on achievement of the financial performance metrics can be adjusted between 75% - 150%.

Referenced by the price of 1 transaction in Table I.

F6

Each earned PSU reflects the right to receive one share of the Issuer's common stock upon satisfaction of the applicable vesting conditions.

Referenced by the price of 1 transaction in Table II.

F7

Reflects an award of restricted stock units ("RSUs") granted to the Reporting Person on May 21, 2024. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs vest 30% on May 21, 2025, 30% on May 21, 2026, and 40% on May 21, 2027, subject to the Reporting Person's continued service to the Issuer through the relevant vesting date and acceleration in certain circumstances.

Referenced by the price of 1 transaction in Table I.

F8

Reflects the second tranche of an award of PSUs, originally granted to the Reporting Person on April 6, 2022, which was earned upon the certification by the Board of Directors of the Issuer on May 21, 2024 of the level of achievement of the performance metrics applicable to the PSUs for the performance period from April 1, 2023 to March 31, 2024. The earned PSUs will service-vest on March 31, 2025, subject generally to the Reporting Person's continued employment with the Issuer through such date.

Referenced by the price of 1 transaction in Table II.

Read the full filing on SEC EDGAR (opens in a new tab)