HEXCEL CORP /DE/ — Director's Dealing 2018

Aug 14, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEXCEL CORP /DE/ (HXL)
CIK: 0000717605
Period of Report: 2018-08-10

Reporting Person: Winterlich Patrick (EVP, CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-10	Restricted Stock
Units	$	A	7.44	Acquired		Common Stock (7.44)	Direct
2018-08-10	Restricted Stock
Units	$	A	0.63	Acquired		Common Stock (0.63)	Direct
2018-08-10	Restricted Stock
Units	$	A	1.3	Acquired		Common Stock (1.3)	Direct
2018-08-10	Restricted Stock
Units	$	A	4.77	Acquired		Common Stock (4.77)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a conditional right to receive one share of common stock of the issuer. Dividend equivalents in the form of additional RSUs ("Additional RSUs") accrue with respect to RSUs (and any Additional RSUs previously accrued) when dividends are paid on shares of common stock of the issuer.

F2: The RSUs and Additional RSUs vest in equal increments on the first three anniversaries of the date of grant and convert into an equivalent number of shares of common stock of the issuer. Upon vesting, all fractional shares underlying the vesting tranche of RSUs and Additional RSUs are cancelled.

F3: On January 26, 2016, the reporting person was granted RSUs pursuant to the Hexcel Corporation 2013 Stock Incentive Plan (the "2013 Plan"). As previously reported, (i) as of the date the grantee became a reporting person, 6,776.29 RSUs and Additional RSUs from such grant remained unvested, (ii) on January 26, 2018, 3,395 RSUs and Additional RSUs vested, leaving 3,395.1 RSUs and Additional RSUs unvested and (iii) following January 26, 2018, the reporting person received aggregate dividend equivalents in the form of 12.58 Additional RSUs. On August 10, 2018, the reporting person received dividend equivalents in the form of 7.44 Additional RSUs, based on the $68.63 market price per underlying share on the dividend payment date.

F4: On January 26, 2016, the reporting person received a second grant of RSUs pursuant to the 2013 Plan. As previously reported, (i) as of the date the grantee became a reporting person, 576.38 RSUs and Additional RSUs from such grant remained unvested, (ii) on January 26, 2018 289 RSUs and Additional RSUs vested, leaving 288.29 RSUs and Additional RSUs unvested and (iii) following January 26, 2018, the reporting person received aggregate dividend equivalents in the form of 1.06 Additional RSUs. On August 10, 2018, the reporting person received dividend equivalents in the form of 0.63 Additional RSUs, based on the $68.63 market price per underlying share on the dividend payment date.

F5: On January 30, 2017, the reporting person was granted 888 RSUs pursuant to the 2013 Plan. As previously reported, (i) as of the date the grantee became a reporting person, 892.08 RSUs and Additional RSUs were unvested, (ii) on January 30, 2018, 298 RSUs and Additional RSUs vested, leaving 594.92 RSUs and Additional RSUs unvested and (iii) following January 30, 2018, the reporting person received aggregate dividend equivalents in the form of 2.19 Additional RSUs. On August 10, 2018, the reporting person received dividend equivalents in the form of 1.30 Additional RSUs, based on the $68.63 market price per underlying share on the dividend payment date.

F6: As previously reported, (i) on January 29, 2018, the reporting person was granted 2,182 RSUs pursuant to the 2013 Plan and (ii) following January 29, 2018, the reporting person received aggregate dividend equivalents in the form of 3.91 Additional RSUs. On August 10, 2018, the reporting person received dividend equivalents in the form of 4.77 Additional RSUs, based on the $68.63 market price per underlying share on the dividend payment date.