Sec Form 3 Filing - Keayes Samuel @ Crane NXT, Co. - 2024-05-03

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Keayes Samuel
2. Issuer Name and Ticker or Trading Symbol
Crane NXT, Co. [ CXT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Security & Auth. Tech.
(Last) (First) (Middle)
950 WINTER STREET, 4TH FLOOR NORTH
3. Date of Earliest Transaction (MM/DD/YY)
05/03/2024
(Street)
WALTHAM, MA02451
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 9,565 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2022 Performance-Based Restricted Share Unit ( 2 ) ( 1 ) ( 1 ) COMMON STOCK 5,238 D
2023 Performance-Based Restricted Share Unit ( 2 ) ( 3 ) ( 3 ) COMMON STOCK 5,009 D
2024 Performance-Based Restricted Share Unit ( 2 ) ( 4 ) ( 4 ) COMMON STOCK 3,879 D
Employee Stock Option (Right to Buy) $ 29.71 ( 5 ) 01/28/2029 COMMON STOCK 5,400 D
Employee Stock Option (Right to Buy) $ 31.37 ( 6 ) 01/27/2030 COMMON STOCK 6,002 D
Employee Stock Option (Right to Buy) $ 29.5 ( 7 ) 01/25/2031 COMMON STOCK 5,197 D
Employee Stock Option (Right to Buy) $ 38.18 ( 8 ) 02/07/2032 COMMON STOCK 8,195 D
Employee Stock Option (Right to Buy) $ 44.93 ( 9 ) 02/06/2033 COMMON STOCK 7,057 D
Employee Stock Option (Right to Buy) $ 58 ( 10 ) 02/28/2034 COMMON STOCK 4,609 D
Restricted Share Unit ( 12 ) ( 11 ) ( 11 ) COMMON STOCK 8,099 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Keayes Samuel
950 WINTER STREET
4TH FLOOR NORTH
WALTHAM, MA02451
SVP, Security & Auth. Tech.
Signatures
/s/ Paul G. Igoe, Attorney-in-Fact 05/07/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )2022 Performance-Based Restricted Share Units (RSUs) vest on December 31, 2024, if issuer's common stock achieves certain performance criteria for each fiscal year over the three years ending December 31, 2024, and contingent on continued employment with issuer, subject to certain exceptions.
( 2 )Each Performance-Based RSU represents a contingent right to receive a number of shares of issuer common stock between 0 and 2.00.
( 3 )2023 Performance-Based RSUs vest on December 31, 2025, if issuer's common stock achieves certain performance criteria for each fiscal year over the three years ending December 31, 2025, and contingent on continued employment with issuer, subject to certain exceptions.
( 4 )2024 Performance-Based RSUs vest on December 31, 2026, if issuer's common stock achieves certain performance criteria for each fiscal year over the three years ending December 31, 2026, and contingent on continued employment with issuer, subject to certain exceptions.
( 5 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 1/28/2019.
( 6 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 1/27/2020.
( 7 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 1/25/2021.
( 8 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 2/7/2022.
( 9 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 2/6/2023.
( 10 )Options become exercisable 25% per year over four years beginning on the first anniversary of the date of grant. The date of grant for these options was 2/28/2024.
( 11 )Restricted Share Units (RSUs) vest 25% per year over four years beginning on the first anniversary of the date of grant. Includes 2,278 RSUs that vest on 7/27/2024, 691 RSUs that vest on 1/25/2025, 1,311 RSUs that vest ratably in two annual installments beginning on 2/7/2025, 1,879 RSUs that vest ratably in three annual installments beginning on 2/6/2025, and 1,940 RSUs that vest ratably in four annual installments beginning on 2/28/2025.
( 12 )RSUs convert into common stock on a one-for-one basis.

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