Sec Form 4 Filing - Keller Steven L @ RUSH ENTERPRISES INC \TX\ - 2018-08-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Keller Steven L
2. Issuer Name and Ticker or Trading Symbol
RUSH ENTERPRISES INC \TX\ [ RUSH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CFO & Treasurer
(Last) (First) (Middle)
555 IH 35 SOUTH, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
08/29/2018
(Street)
NEW BRAUNFELS, TX78130
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
Class A Common Stock 08/29/2018 A 11.163 ( 1 ) A $ 43 36,524.163 ( 2 ) D
Class A Common Stock 12/10/2018 A 14.847 ( 1 ) A $ 32.42 36,539.01 ( 2 ) D
Class A Common Stock 03/15/2019 A 11.74 ( 1 ) A $ 41.15 36,550.75 ( 2 ) D
Class A Common Stock 06/10/2019 A 13.561 ( 1 ) A $ 35.73 36,564.311 ( 2 ) D
Class A Common Stock 09/10/2019 A 12.905 ( 1 ) A $ 40.81 36,577.216 ( 2 ) ( 3 ) D
Class A Common Stock 12/10/2019 A 11.294 ( 1 ) A $ 46.78 36,588.51 ( 2 ) D
Class B Common Stock 08/29/2018 A 101.065 ( 1 ) A $ 43.98 74,918.065 ( 4 ) D
Class B Common Stock 12/10/2018 A 132.845 ( 1 ) A $ 33.55 75,050.91 ( 4 ) D
Class B Common Stock 03/15/2019 A 79.789 ( 1 ) A $ 40.4 75,130.699 ( 4 ) D
Class B Common Stock 05/22/2019 F 2,987 ( 5 ) D $ 37.89 72,143.699 D
Class B Common Stock 06/10/2019 A 81.565 ( 1 ) A $ 36.9 72,225.264 ( 4 ) D
Class B Common Stock 09/10/2019 A 78.088 ( 1 ) A $ 41.89 72,303.352 ( 4 ) D
Class B Common Stock 12/10/2019 A 71.847 ( 1 ) A $ 45.67 72,375.367 ( 4 ) D
Class B Common Stock 03/13/2020 A 15,000 ( 6 ) A $ 0 87,375.367 ( 4 ) D
Class B Common Stock 03/15/2019 F 1,055 ( 7 ) D $ 32.83 86,320.367 ( 4 ) D
Class B Common Stock 03/15/2020 F 1,136 ( 8 ) D $ 32.83 85,184.367 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
Option (right to buy) $ 33.42 03/13/2020 A 10,000 ( 9 ) 03/13/2030 Class A Common Stock 10,000 $ 0 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Keller Steven L
555 IH 35 SOUTH, SUITE 500
NEW BRAUNFELS, TX78130
CFO & Treasurer
Signatures
Steven L. Keller 03/17/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were acquired pursuant to a dividend reinvestment feature of the Rush Enterprises, Inc. Deferred Compensation Plan.
( 2 )Includes certain shares included in the Company's deferred compensation plan.
( 3 )Includes 341 shares acquired January 1, 2020, under the Rush Enterprises, Inc. Employee Stock Purchase Plan.
( 4 )Includes unvested restricted stock (RSAs) and certain shares and unvested restricted stock units included in the Company's deferred compensation plan.
( 5 )Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to the distribution of shares of the Company's Class B Common Stock pursuant to the Company's Deferred Compensation Plan.
( 6 )Reflects the grant of RSAs. The RSAs vest in increments of 1/3 on each of the first, second, and third anniversary of the grant date, which is March 13, 2020.
( 7 )Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to vesting associated with the grant of restricted stock units that occurred on March 15, 2018.
( 8 )Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to vesting associated with the grant of RSAs that occurred on March 15, 2019.
( 9 )Options may be exercised in increments of 1/3 on each anniversary of the grant date beginning on the third anniversary of the grant date. The grant date is ten years prior to the expiration date.

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