MODINE MANUFACTURING CO — Director's Dealing 2021

Jun 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MODINE MANUFACTURING CO (MOD)
CIK: 0000067347
Period of Report: 2021-05-28

Reporting Person: Stein Sylvia Ann (VP, GC, Corp. Sec. and CCO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-28	Common stock	A	4614	$0.00	Acquired	43213	Direct
2021-05-29	Common stock	F	789	$17.59	Disposed	42424	Direct
2021-05-30	Common stock	F	567	$17.59	Disposed	41857	Direct

Footnotes

F1: The performance period for Performance Stock under the long-term incentive compensation plan initiated in May 2018 terminated in calendar 2021. The amount of the award varied based upon the achievement of Threshold, Target or Maximum levels. Under that plan, the Company used two measures to determine the payouts: Cash Flow Return on Invested Capital (CFROIC) and Average Annual Revenue Growth. The Company's CFROIC for the performance period was 11.1% which exceeded the Target level for that performance measure. As a result, in accordance with the long-term incentive compensation plan, the Company issued shares of unrestricted stock at approximately 59% of the Target.

F2: Shares disposed of in a private transaction to cover tax withholding.