CIMPRESS plc — Director's Dealing 2020

Feb 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CIMPRESS plc (CMPR)
CIK: 0001262976
Period of Report: 2020-02-26

Reporting Person: Keane Robert S (Director, CEO, Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-26	Ordinary Shares	M	48400	$47.91	Acquired	406964	Indirect
2020-02-26	Ordinary Shares	M	500000	$50	Acquired	906964	Indirect
2020-02-26	Ordinary Shares	M	112231	$50	Acquired	1019195	Indirect
2020-02-26	Ordinary Shares	F	445220	$119.91	Disposed	573975	Indirect
2020-02-26	Ordinary Shares	M	48400	$47.91	Acquired	406924	Indirect
2020-02-26	Ordinary Shares	M	500000	$50	Acquired	906924	Indirect
2020-02-26	Ordinary Shares	M	112231	$50	Acquired	1019155	Indirect
2020-02-26	Ordinary Shares	F	445220	$119.91	Disposed	573935	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-26	Option (right to buy)	$47.91	M	48400	Disposed	2020-05-06	Ordinary Shares (48400.0)	Indirect
2020-02-26	Option (right to buy)	$50.0	M	500000	Disposed	2020-05-04	Ordinary Shares (500000.0)	Indirect
2020-02-26	Option (right to buy)	$50.0001	M	500000	Disposed	2020-05-04	Ordinary Shares (500000.0)	Indirect
2020-02-26	Option (right to buy)	$47.91	M	48400	Disposed	2020-05-06	Ordinary Shares (48400.0)	Indirect
2020-02-26	Option (right to buy)	$50.0	M	500000	Disposed	2020-05-04	Ordinary Shares (500000.0)	Indirect
2020-02-26	Option (right to buy)	$50.0001	M	112231	Disposed	2020-05-04	Ordinary Shares (112231.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	109181	Indirect
Ordinary Shares	28375	Indirect
Ordinary Shares	51900	Indirect
Ordinary Shares	390000	Indirect
Ordinary Shares	390000	Indirect
Ordinary Shares	185000	Indirect

Footnotes

F1: Includes 28,375 shares held by RHS Holdings Incorporated, of which The Eastern Irrevocable Trust and The Western Irrevocable Trust are the sole shareholders.

F2: Of the 445,220 shares forfeited, 274,626 shares were forfeited as payment of the exercise price and 170,594 shares were forfeited as payment of the withholding taxes.

F3: This option became exercisable as to 25% of the original number of shares on the Exercisable Date shown on Table II, and as to an additional 6.25% of the original number of shares at the end of each successive three-month period thereafter.

F4: The option exercise price per share is $50.00, which is at least 33% higher than the closing price of Cimpress' ordinary shares on the NASDAQ Global Select Market on the date of grant.

F5: The share options vest over a seven-year period as follows: 6.25% of the original number of ordinary shares subject to the share options vest on the Exercisable Date in Table II. The remaining ordinary shares vest on a quarterly basis over the subsequent six years in tranches ranging from 1.56% to 10.94% of the original number of ordinary shares subject to the option.

F6: In addition to the vesting restrictions referred to in footnote 5 above, these share options are exercisable only on days when the high price per share of Cimpress' ordinary shares on NASDAQ equals or exceeds $75.00.

F7: $0.0001 added to exercise price solely to differentiate the securities on this Form 4.