DMC Global Inc. — Director's Dealing 2020

Feb 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DMC Global Inc. (BOOM)
CIK: 0000034067
Period of Report: 2020-02-26

Reporting Person: SHEPSTON MICHELLE H (Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-26	Common Stock	M	37	—	Acquired	21714	Direct
2020-02-26	Common Stock	F	37	$37.76	Disposed	21677	Direct
2020-02-27	Common Stock	F	580	$36.90	Disposed	21097	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-26	Deferred Stock	$	A	3443	Acquired		Common Stock (3443.0)	Direct
2020-02-26	Performance Share Units	$	A	3443	Acquired		Common Stock (3443.0)	Direct
2020-02-26	Deferred Stock	$	M	37	Disposed		Common Stock (37.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	100	Indirect

Footnotes

F1: Represents withholding of shares to satisfy tax obligations upon the vesting of Deferred Stock.

F2: Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock.

F3: Each vested share of Deferred Stock represents the right to receive one share of the Issuer's common stock.

F4: The Deferred Stock will vest in equal amounts over 3 years beginning February 26, 2021.

F5: The Deferred Stock will be delivered to the reporting person in equal amounts annually over 3 years beginning March 1, 2023 if employed, or in a lump sum upon separation from service. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock.

F6: Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions.

F7: The number of PSUs that will vest and the number of shares of Issuer's common stock that will be awarded, if any, is contingent on the Issuer's average Adjusted EBITDA as compared to target Adjusted EBITDA and the Issuer's total shareholder return ("TSR") relative to the TSR of identified peer companies achieved over the three year period from 2020 through 2022, with potential to earn a number of shares of common stock between 0% and 200% of the number of target PSUs awarded. This PSU award will cliff vest, if at all, after the performance period ending December 31, 2022.

F8: 3,661 shares of Deferred Stock were granted on February 26, 2019, and vest in equal amounts over 3 years on the grant date anniversary.

F9: The Deferred Stock will be delivered to the reporting person in equal amounts annually over 2 years beginning March 1, 2022 if employed, or in a lump sum upon separation from service. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock.