FLOWSERVE CORP — Director's Dealing 2017

Feb 7, 2017

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: FLOWSERVE CORP (FLS)
CIK: 0000030625
Period of Report: 2017-02-02

Reporting Person: Lenander John (President, FCO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13114	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (8597.0)		Direct
Performance Rights	$		Common Stock (16870.0)		Direct

Footnotes

F1: 1,666 shares are restricted common stock granted to the reporting person pursuant to issuer's long term incentive compensation plan for employees, granted on February 14, 2014 and February 4, 2015. The shares vest ratably over a three-year period on each annual anniversary of the grant.

F2: Each restricted stock unit represents the right to receive, at settlement, one share of common stock and are granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The restricted stock units were granted on February 3, 2016 and February 1, 2017 and vest ratably over a three-year period on each annual anniversary of the grant.

F3: Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on a number of factors during a three-year performance cycle which may include but are not limited to: 1) the issuer's average return on net assets ("RONA") in comparison to the RONA averages of a predetermined peer group; 2) the issuer's growth in bookings in comparison to the growth in gross domestic product of countries that are members of the Organisation for Economic Co-operation and Development; 3) the issuer's relative total share holder return ("TSR") in comparison to the TSR averages of a predetermined peer group; and 4) the issuer's return on invested capital measured against the issuer's performance relative to its weighted average cost of capital and relative to a predetermined peer group. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.