Avery Dennison Corp — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Avery Dennison Corp (AVY)
CIK: 0000008818
Period of Report: 2021-02-27

Reporting Person: Butier Mitchell R (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-27	Common Stock	M	13812	$177.45	Acquired	219962	Direct
2021-02-27	Common Stock	F	7300	$177.45	Disposed	212662	Direct
2021-02-27	Common Stock	M	8842	$177.45	Acquired	221504	Direct
2021-02-27	Common Stock	F	4673	$177.45	Disposed	216831	Direct
2021-02-27	Common Stock	M	10139	$177.45	Acquired	226970	Direct
2021-02-27	Common Stock	F	5359	$177.45	Disposed	221611	Direct
2021-02-27	Common Stock	M	6693	$177.45	Acquired	228304	Direct
2021-02-27	Common Stock	F	3538	$177.45	Disposed	224766	Direct
2021-02-27	Common Stock	M	34286	$177.45	Acquired	259052	Direct
2021-02-27	Common Stock	F	18121	$177.45	Disposed	240931	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-27	2017 MSU Award	$0	M	13812	Disposed	2021-02-27	Common Stock (13812)	Direct
2021-02-27	2018 MSU Award	$0	M	8842	Disposed	2022-02-22	Common Stock (8842)	Direct
2021-02-27	2019 MSU Award	$0	M	10139	Disposed	2023-02-28	Common Stock (10139)	Direct
2021-02-27	2020 MSU Award	$0	M	6693	Disposed	2024-02-27	Common Stock (6693)	Direct
2021-02-27	2018 PU Award	$0	M	34286	Disposed	2021-02-27	Common Stock (34286)	Direct
2021-03-01	2021 MSU Award	$0	A	16245	Acquired	2025-03-01	Common Stock (16245)	Direct
2021-03-01	2021 PU Award	$0	A	17886	Acquired	2024-03-01	Common Stock (17886)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock (Savings Plan)	3959.3938	Indirect

Footnotes

F1: Shares reflect the vesting of the fourth tranche of market-leveraged stock units granted in February 2017 at 200% of target based on our absolute total stockholder return in excess of 10% during the 2017-2020 performance period, plus dividend equivalents accrued during the period.

F2: Shares reflect the vesting of the third tranche of market-leveraged stock units granted in February 2018 at 146% of target based on our absolute total stockholder return in excess of 10% during the 2018-2020 performance period, plus dividend equivalents accrued during the period.

F3: Shares reflect the vesting of the second tranche of market-leveraged stock units granted in February 2019 at 197% of target based on our absolute total stockholder return in excess of 10% during the 2019-2020 performance period, plus dividend equivalents accrued during the period.

F4: Shares reflect the vesting of the first tranche of market-leveraged stock units granted in February 2020 at 120% of target based on our absolute total stockholder return in excess of 10% during the 2020 performance period, plus dividend equivalents accrued during the period.

F5: Shares reflect the vesting of performance units granted in February 2018 at 147% of target, based 50% on our cumulative economic value added and 50% on our relative stockholder return.

F6: Market-leveraged stock units vest 25% over one-, two-, three- and four-year performance periods, with the number of shares paid on each vesting date based on our absolute total stockholder return, plus dividend equivalents accrued during the vesting period. Each market-leveraged stock unit represents a contingent right to receive one share of Avery Dennison Corporation common stock, plus dividend equivalents.

F7: Performance units vest, if at all, at the end of fiscal year 2023, provided the designated performance objectives are met as determined by the Compensation Committee in February 2024. Each performance unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.