HEXCEL CORP /DE/ — Director's Dealing 2019

Feb 15, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEXCEL CORP /DE/ (HXL)
CIK: 0000717605
Period of Report: 2019-02-12

Reporting Person: Winterlich Patrick (EVP, CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-12	Restricted StockUnits	$	A	0.63	Acquired		Common Stock (0.63)	Direct
2019-02-12	Restricted StockUnits	$	A	3.07	Acquired		Common Stock (3.07)	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 30, 2017, the reporting person was granted 888 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, 892.08 RSUs and Additional RSUs were unvested, (ii) on January 30, 2018, 298 RSUs and Additional RSUs vested and (iii) on January 30, 2019, 300 RSUs and Additional RSUs vested, leaving 299.46 RSUs and Additional RSUs unvested. On February 12, 2019, the reporting person received dividend equivalents in the form of 0.63 Additional RSUs, based on the $71.28 market price per underlying share on the dividend payment date.

F4: As previously reported, (i) on January 29, 2018, the reporting person was granted 2,182 RSUs pursuant to the 2013 Plan and (ii) on January 29, 2019, 732 RSUs and Additional RSUs vested, leaving 1,463.33 RSUs and Additional RSUs unvested. On February 12, 2019, the reporting person received dividend equivalents in the form of 3.07 Additional RSUs, based on the $71.28 market price per underlying share on the dividend payment date.