Simpson Manufacturing Co., Inc. — Director's Dealing 2019

Nov 12, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Simpson Manufacturing Co., Inc. (SSD)
CIK: 0000920371
Period of Report: 2019-11-07

Reporting Person: Arevalo Ricardo M (COO, Simpson Strong-Tie)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-07	Common Stock (RSUs awarded February 6, 2013)	S	1119	$83.64	Disposed	1296	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Performance stock units - 2019	4381	Direct
Performance stock units	3876	Direct
Common Stock (RSUs awarded February 4, 2017)	4423	Direct
Common Stock (PRSUs awarded February 4, 2017)	8859	Direct
Common Stock (RSUs awarded February 1, 2016)	3673	Direct
Common Stock (PRSUs awarded February 1, 2016)	6126	Direct
Common Stock (RSUs awarded February 2, 2015)	2170	Direct
Common Stock (RSUs awarded February 3, 2014)	3210	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted stock units -2019	$0.0		Common Stock (1616.0)	1616	Direct
Restricted stock units	$0.0		Common Stock (1479.0)	1479	Direct

Footnotes

F1: The price reported is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $83.59 to $83.71, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F2: Amount was reduced by 25 shares to reflect the actual number of shares vested after withholding shares for the payment of income and other taxes due at the time of vesting.

F3: Amount of performance stock units (PSUs) awarded on February 15, 2019. PSUs vest fully on February 15, 2022, subject to the Company's performance on revenue growth (50%) and return on invested capital (50%). The number of PSU's presented assumes the number of shares vested based on meeting targeted performance goals and net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F4: Amount of performance stock units (PSUs) awarded on February 15, 2018. PSUs vest fully on February 15, 2021, subject to the Company's performance on revenue growth (50%) and return on invested capital (50%). The number of PSU's presented assumes the number of shares vested based on meeting targeted performance goals and net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F5: Amount includes 4,423 shares of restricted stock units (RSUs) awarded on February 4, 2017. RSUs vest one fourth on February 15, 2017, February 15, 2018, February 15, 2019, and February 15, 2020. The 4,423 shares are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F6: Amount includes 8,859 shares of restricted stock units (RSUs) awarded on February 4, 2017. RSUs vest fully on February 15, 2020, subject to the Company's performance on revenue growth (50%) and return on invested capital (50%). The 8,859 shares assume that the number of shares that vest are based on targeted performance and are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F7: Amount includes 4,974 shares of restricted stock units (RSUs) awarded on February 1, 2016. RSUs vest one fourth on each of the award date and the first, second and third anniversaries of the award date. The 4,974 shares are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F8: Amount includes 6,126 shares of restricted stock units (RSUs) awarded on February 1, 2016. RSUs vest fully on the third anniversary of the award date subject to the Company's relative performance versus the S&P Smallcap 600 Index. The 6,126 shares assume that the maximum number of shares will vest, based on performance at the highest level, and are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F9: Amount includes 2,170 shares of restricted stock units (RSUs) awarded on February 2, 2015. RSUs vest three fourths on the third anniversary of the award date and one fourth on the fourth anniversary of the award date. The 2,170 shares are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F10: Amount includes 3,210 shares of restricted stock units (RSUs) awarded on February 3, 2014. RSUs vest one fourth on each of the award date and the first, second and third anniversaries of the award date. The 3,210 shares are net of the number of shares expected to be withheld to cover the estimated income taxes due on vesting.

F11: Amount of restricted stock units (RSUs) awarded on February 15, 2019 . Twenty percent of RSUs vest on February 15, 2020, forty percent on February 17, 2021 and February 15, 2022. Granted RSUs do not have exercise dates or an expiration date.

F12: Amount of restricted stock units (RSUs) awarded on February 15, 2018. Twenty percent of RSUs vest on February 15, 2019, forty percent on February 17, 2020 and February 15, 2021.Granted RSUs do not have exercise dates or an expiration date.