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CIMPRESS plc — Director's Dealing 2023
Feb 7, 2023
31904_dirs_2023-02-07_f7251394-5620-491e-9436-0730d597aa70.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: CIMPRESS plc (CMPR)
CIK: 0001262976
Period of Report: 2023-02-01
Reporting Person: Baumgartner Florian (EVP and CEO, Vista)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Ordinary Shares | 10347 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Share Option (right to buy) | $46.2 | 2032-08-15 | Ordinary Shares (54557.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2024-07-01 | Ordinary Shares (2658.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2025-02-15 | Ordinary Shares (16488.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2024-08-15 | Ordinary Shares (1668.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2025-08-15 | Ordinary Shares (2804.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2025-02-15 | Ordinary Shares (12685.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2026-04-15 | Ordinary Shares (33054.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2026-08-15 | Ordinary Shares (27056.0) | Direct | |
| Restricted Share Units (right to acquire) | $0.0 | 2027-01-15 | Ordinary Shares (16409.0) | Direct | |
| Performance Share Units | $111.7 | 2027-11-21 | Ordinary Shares (10743.0) | Direct | |
| Performance Share Units | $95.46 | 2029-02-15 | Ordinary Shares (10999.0) | Direct | |
| Performance Share Units | $100.46 | 2029-08-15 | Ordinary Shares (10451.0) | Direct |
Footnotes
F1: This option vests over a four year period: 25% of the original number of shares subject to the option vest on the Date Exercisable shown on Table II and 6.25% of the shares vest per quarter thereafter.
F2: These RSUs vest over a four year period: 25% of the original number of shares vest on the Date Exercisable in Table II and 25% vest per year thereafter.
F3: Each restricted share unit (RSU) represents Cimpress' commitment to issue one ordinary share.
F4: These RSUs vest over a four year period: 6.25% of the original number of shares vest on the Exercisable Date show in Table II and 6.25% vest per quarter thereafter.
F5: These RSUs vest over a three year period: 33.3% of the original number of shares vest on the Date Exercisable in Table II and 33.3% vest per year thereafter.
F6: These RSUs vest over a four year period: 25% of the original number of shares vest on the Exercisable Date show in Table II and 6.25% vest per quarter thereafter.
F7: Each of these performance share units (PSU) represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the compound annual growth rate (CAGR) of the three-year moving average of Cimpress' daily share price (3YMA). The service-based vesting condition is that 25% of the original number of PSUs vest on each October 6 of 2020 through 2023 so long as the reporting person continues to be an eligible participant under Cimpress' 2016 Performance Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 9% on any of the fourth through seventh anniversaries of the grant date or (ii) 7% on the eighth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance.
F8: This dollar amount is the 3YMA on the date of grant, which is the baseline against which the CAGR of the 3YMA will be measured.
F9: Each of these PSUs represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the CAGR of the 3YMA. The service-based vesting condition is that 25% of the original number of PSUs vest on each June 30 of 2021 through 2024 so long as the reporting person continues to be an eligible participant under Cimpress' 2020 Equity Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 9% on any of the fourth through seventh anniversaries of the grant date or (ii) 7% on the eighth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance.
F10: This dollar amount is the two-year moving average of Cimpress' daily share price on the date of grant, which is the baseline against which the CAGR of the 3YMA will be measured.
F11: Each of these PSUs represents a right to receive between 0 and 2.5 Cimpress ordinary shares upon the satisfaction of both (A) service-based vesting and (B) performance conditions relating to the CAGR of the 3YMA. The service-based vesting condition is that 25% of the original number of PSUs vest on each June 30 of 2022 through 2025 so long as the reporting person continues to be an eligible participant under Cimpress' 2020 Equity Incentive Plan on such vesting date. If the 3YMA CAGR equals or exceeds (i) 9% on any of the fourth through seventh anniversaries of the grant date or (ii) 7% on the eighth anniversary of the grant date, then the reporting person is entitled to receive a distribution of up to 2.5 Cimpress ordinary shares for each vested PSU on a sliding scale based on the actual CAGR performance.