Sec Form 4 Filing - Zakharia Youssef @ FRESH DEL MONTE PRODUCE INC - 2020-06-05

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
Zakharia Youssef
2. Issuer Name and Ticker or Trading Symbol
FRESH DEL MONTE PRODUCE INC [ FDP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and COO
(Last) (First) (Middle)
C/O FRESH DEL MONTE PRODUCE INC., P.O. BOX 14922
3. Date of Earliest Transaction (MM/DD/YY)
06/05/2020
(Street)
CORAL GABLES, FL33114
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
Ordinary Shares 12,493 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
Dividend Equivalent Units ( 1 ) 06/05/2020 A 208.3312 ( 1 ) ( 1 ) Ordinary Shares 208.3312 $ 0 3,037 .6002 ( 2 ) D
Restricted Stock Units ( 3 ) ( 4 ) ( 4 ) Ordinary Shares 1,500 1,500 D
Restricted Stock Units ( 3 ) ( 5 ) ( 5 ) Ordinary Shares 3,200 3,200 D
Restricted Stock Units ( 3 ) ( 6 ) ( 6 ) Ordinary Shares 12,000 12,000 D
Restricted Stock Units ( 3 ) ( 7 ) ( 7 ) Ordinary Shares 14,880 14,880 D
Performance Stock Units ( 8 ) ( 9 ) ( 9 ) Ordinary Shares 5,000 5,000 D
Performance Stock Units ( 8 ) ( 10 ) ( 10 ) Ordinary Shares 5,000 5,000 D
Performance Stock Units ( 8 ) ( 11 ) ( 11 ) Ordinary Shares 5,000 5,000 D
Performance Stock Units ( 8 ) ( 12 ) ( 12 ) Ordinary Shares 4,750 4,750 D
Performance Stock Units ( 8 ) ( 13 ) ( 13 ) Ordinary Shares 4,000 4,000 D
Performance Stock Units ( 8 ) ( 14 ) ( 14 ) Ordinary Shares 14,208 14,208 D
Performance Stock Units ( 8 ) ( 15 ) ( 15 ) Ordinary Shares 15,000 15,000 D
Performance Stock Units ( 8 ) ( 16 ) ( 16 ) Ordinary Shares 18,599 18,599 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zakharia Youssef
C/O FRESH DEL MONTE PRODUCE INC.
P.O. BOX 14922
CORAL GABLES, FL33114
President and COO
Signatures
/s/ Marlene Gordon, Attorney-in-fact for Youssef Zakharia 06/08/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects Dividend Equivalent Units ("DEUs") received by the Reporting Person as a result of dividend equivalents accrued with respect to outstanding Restricted Stock Units ("RSUs) and/or Performance Stock Units ("PSUs") granted to the Reporting Person. Dividend equivalents are accrued at the same rate and at the same time as dividends are paid to Ordinary Shareholders. Dividend equivalents on RSUs and/or PSUs are subject to the same restrictions and vesting conditions as the underlying RSUs and/or PSUs.
( 2 )Reflects a reduction of .9898 DEUs to correct an error in the number of DEUs previously reported.
( 3 )The RSUs convert to Ordinary Shares on a one-for-one basis.
( 4 )RSUs were awarded on 2/22/2017 and vest in five equal annual installments over four years of which the final traunch vests on 2/22/2021.
( 5 )RSUs were awarded on 2/21/18 and vest in five equal installments over four years. The remaining vestings will occur on 2/21/21 and 2/21/22.
( 6 )RSUs were awarded on 2/20/19 and vest in five equal installments over four years. The remaining vestings of 400 shares will occur on each 2/20/21, 2/20/22 and 2/20/23.
( 7 )RSUs were awarded on 3/2/2020 and vest in five equal installments over four years. The remaining vestings will occur on 3/1/2021, 3/1/2022, 3/1/2023 and 3/1/2024.
( 8 )The PSUs convert to Ordinary Shares on a one-for-one basis.
( 9 )The PSUs were awarded 11/2/2011 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 11/2/2012, 11/2/2013 and 11/2/2014. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 10 )The PSUs were awarded 2/20/2013 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 2/20/2014, 2/20/2015 and 2/20/2016. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 11 )The PSUs were awarded 2/19/2014 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 2/19/2015, 2/19/2016 and 2/19/2017. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 12 )The PSUs were awarded 2/18/2015 subject to meeting minimum performance criteria, which was met at 95%. The PSUs vest in three equal annual installments on each of 2/18/2016, 2/18/2017 and 2/18/2018. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 13 )The PSUs were awarded 2/24/2016 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 2/24/2017, 2/24/2018 and 2/24/2019. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 14 )The PSUs were awarded on 2/22/2017 subject to meeting minimum performance criteria, which was met at 88.8%. The PSUs vest between 2/22/2018 and 2/22/2020, of which the last traunch vested on 2/22/2020. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 15 )The PSUs were awarded 2/20/2019 subject to meeting minimum performance criteria, which was met at 100%. The PSUs vest in three equal annual installments on each of 2/20/2020, 2/20/2021 and 2/20/2022. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.
( 16 )The PSUs were awarded on 3/2/2020 and are earned subject to meeting minimum performance criteria. Once earned, the PSUs vest in three equal annual installments on each of 3/1/2021, 3/1/2022 and 3/1/2023. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment.

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