Installed Building Products, Inc. — Director's Dealing 2016

Jun 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Installed Building Products, Inc. (IBP)
CIK: 0001580905
Period of Report: 2016-06-06

Reporting Person: Edwards Jeffrey W. (Director, President, CEO and Chairman, 10% Owner)
Reporting Person: Installed Building Systems, Inc. (Director, 10% Owner, Director by Deputization)
Reporting Person: IBP Holding Co (Director, 10% Owner, Director by Deputization)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-06	Common Stock, $0.01 par value per share	X	18457	—	Acquired	18457	Indirect
2016-06-06	Common Stock, $0.01 par value per share	J	18457	—	Disposed	0	Indirect
2016-06-06	Common Stock, $0.01 par value per share	X	15723	—	Acquired	3556605	Indirect
2016-06-06	Common Stock, $0.01 par value per share	J	15723	—	Disposed	3540882	Indirect
2016-06-07	Common Stock, $0.01 par value per share	X	18457	—	Acquired	18457	Indirect
2016-06-07	Common Stock, $0.01 par value per share	J	18457	—	Disposed	0	Indirect
2016-06-07	Common Stock, $0.01 par value per share	X	15723	—	Acquired	3556605	Indirect
2016-06-07	Common Stock, $0.01 par value per share	J	15723	—	Disposed	3540882	Indirect
2016-06-08	Common Stock, $0.01 par value per share	X	18457	—	Acquired	18457	Indirect
2016-06-08	Common Stock, $0.01 par value per share	J	18457	—	Disposed	0	Indirect
2016-06-08	Common Stock, $0.01 par value per share	X	15723	—	Acquired	3556605	Indirect
2016-06-08	Common Stock, $0.01 par value per share	J	15723	—	Disposed	3540882	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-06-06	Capped Call Option (Right to Buy)	$20.00	X	1	Disposed		Common Stock (18457)	Indirect
2016-06-06	Capped Call Option (Right to Buy)	$20.00	X	1	Disposed		Common Stock (15723)	Indirect
2016-06-07	Capped Call Option (right to buy)	$20.00	X	1	Disposed		Common Stock (18457)	Indirect
2016-06-07	Capped Call Option (right to buy)	$20.00	X	1	Disposed		Common Stock (15723)	Indirect
2016-06-08	Capped Call Option (right to buy)	$20.00	X	1	Disposed		Common Stock (18457)	Indirect
2016-06-08	Capped Call Option (right to buy)	$20.00	X	1	Disposed		Common Stock (15723)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value per share	472534	Direct
Common Stock, $0.01 par value per share	4227819	Indirect
Common Stock, $0.01 par value per share	72496	Indirect
Common Stock, $0.01 par value per share	72496	Indirect
Common Stock, $0.01 par value per share	72496	Indirect
Common Stock, $0.01 par value per share	72496	Indirect

Footnotes

F1: Represents the automatic exercise and settlement of a cash-settled Call Option. Since the Call Option is cash-settled, the applicable Reporting Person did not acquire, dispose or otherwise transact in any shares of common stock. The applicable Reporting Person entered into the Call Option on June 12, 2014. Pursuant to the terms of the Call Option, which are further described in footnote 10, the counterparty to the Call Option paid to the applicable Reporting Person an amount in cash upon settlement. The amount paid in cash reflects the increase in the price per share of Issuer's common stock from the Call Option's exercise price of $20 per share.

F2: Pursuant to Section 16 of the Securities Exchange Act of 1934, the applicable Reporting Person was deemed for Section 16 purposes to have acquired common stock upon exercise at $20 per share and was deemed for Section 16 purposes to have disposed common stock to the counterparty at $32.50 per share, which represents the capped upside participation price of the Call Option to the applicable Reporting Person. However, because the Call Option was cash-settled, the applicable Reporting Person did not actually acquire, dispose or otherwise transact in any shares of common stock.

F3: These securities are held directly by IBP Holding Company. Mr. Edwards and Installed Building Systems, Inc. disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F4: These securities are held directly by Installed Building Systems, Inc. Mr. Edwards and IBP Holding Company disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F5: These securities are held directly by PJAM IBP Holdings, Inc. The Reporting Persons disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F6: The securities are held by a trust for the benefit of one of Mr. Edwards' children. The Reporting Persons disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F7: The securities are held by a trust for the benefit of one of Mr. Edwards' children. The Reporting Persons disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F8: The securities are held by a trust for the benefit of one of Mr. Edwards' children. The Reporting Persons disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F9: The securities are held by a trust for the benefit of one of Mr. Edwards' children. The Reporting Persons disclaim pecuniary interest in the reported securities except to the extent of their economic interest therein.

F10: The Call Option has a capped upside participation price to the holder of $32.50 (the "Cap Price"). Upon cash settlement of the Call Option, the holder could receive an amount equal to the product of (1) number of shares underlying the Call Option multiplied by (2) the difference between (A) the lower of (i) the Cap Price and (ii) the reference price (which is the average weighted average price, per share, of the underlying shares as reported by the New York Stock Exchange at the expiration time on the expiration date) and (B) the exercise price.

F11: The Call Option is a European-style call option that consists of 369,140 shares with 18,457 shares becoming exercisable and expiring on each of June 1, 2016; June 2, 2016; June 3, 2016; June 6, 2016; June 7, 2016; June 8, 2016; June 9, 2016; June 10, 2016; June 13, 2016; June 14, 2016; June 15, 2016; June 16, 2016; June 17, 2016; June 20, 2016; June 21, 2016; June 22, 2016; June 23, 2016; June 24, 2016; June 27, 2016; and June 28, 2016.

F12: The Call Option is a European-style call option that consists of 314,460 shares with 15,723 shares becoming exercisable and expiring on each of June 1, 2016; June 2, 2016; June 3, 2016; June 6, 2016; June 7, 2016; June 8, 2016; June 9, 2016; June 10, 2016; June 13, 2016; June 14, 2016; June 15, 2016; June 16, 2016; June 17, 2016; June 20, 2016; June 21, 2016; June 22, 2016; June 23, 2016; June 24, 2016; June 27, 2016; and June 28, 2016.