HEXCEL CORP /DE/ — Director's Dealing 2022

Feb 2, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEXCEL CORP /DE/ (HXL)
CIK: 0000717605
Period of Report: 2022-01-28

Reporting Person: Merlot Thierry (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-29	Common Stock	M	1359	$0.00	Acquired	35384	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-01-28	Restricted Stock Units	$	A	597.14	Acquired		Common Stock (597.14)	Direct
2022-01-28	Restricted Stock Units	$	M	597.14	Disposed		Common Stock (597.14)	Direct
2022-01-29	Restricted Stock Units	$	M	1359.03	Disposed		Common Stock (1359.03)	Direct
2022-01-31	Restricted Stock Units	$	A	2902	Acquired		Common Stock (2902)	Direct
2022-01-31	Non-Qualified Stock Options	$52.17	A	10610	Acquired	2032-01-31	Common Stock (10610)	Direct

Footnotes

F1: Represents shares of common stock of the issuer underlying time-based restricted stock units ("RSUs") that have vested but have not been distributed.

F2: Each RSU represents a conditional right to receive one share of common stock of the issuer.

F3: The RSUs vest as to two-thirds on the second anniversary from the grant date, and one-third on the third anniversary from the grant date, but remain subject to a holding period. To obtain qualifying tax treatment under French tax law, the shares underlying the vested RSUs will not be distributed to the reporting person until January 28, 2023.

F4: As previously reported, on January 28, 2019, the reporting person was granted 1,774 RSUs, and following January 28, 2019, the reporting person received 15.36 aggregate dividend equivalents in the form of additional RSUs. On January 28, 2021, 1192.22 RSUs vested and on January 28, 2022 the remaining 597.14 RSUs vested. To obtain qualifying tax treatment under French tax law, the shares underlying the vested RSUs will not be distributed to the reporting person until January 28, 2023.

F5: The RSUs vested as to two-thirds on the second anniversary from the grant date, and one-third on the third anniversary from the grant date, but remained subject to a holding period until January 29, 2022 to obtain qualifying tax treatment under French tax law.

F6: The RSUs vested as to two-thirds on the second anniversary of the grant date, and one-third on the third anniversary of the grant date, but to obtain qualifying tax treatment under French tax law, the shares underlying the vested RSUs were withheld from distribution to the reporting person until January 29, 2022.

F7: The RSUs vest as to two-thirds on the second anniversary of the date of grant, and the remaining one-third on the third anniversary of the date of grant, and convert into an equivalent number of shares of common stock of the issuer.

F8: The non-qualified stock options vest in equal increments on each of the first three anniversaries of the date of grant.