Sec Form 4 Filing - VerNooy David S @ EDGEWELL PERSONAL CARE Co - 2017-09-30

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
VerNooy David S
2. Issuer Name and Ticker or Trading Symbol
EDGEWELL PERSONAL CARE Co [ EPC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, Global Operations
(Last) (First) (Middle)
C/O EDGEWELL PERSONAL CARE COMPANY, 1350 TIMBERLAKE MANOR PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
09/30/2017
(Street)
CHESTERFIELD, MO63017
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 09/30/2017 M 1,501 ( 1 ) A $ 0 22,070 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
Restricted Stock Equivalent 11/3/2016 $ 0 09/30/2017 J 2,678 ( 2 ) ( 2 ) Common Stock 2,678 $ 0 0 D
Non-Qualified Stock Options 11/3/2016 $ 74.7 09/30/2017 J 10,021 ( 2 ) ( 2 ) Common Stock 10,021 $ 0 0 D
Performance Stock Equivalents 11/3/2016 $ 0 09/30/2017 J 4,017 ( 2 ) ( 2 ) Common Stock 4,017 $ 0 0 D
Restricted Stock Equivalent 7/8/2015 $ 0 09/30/2017 J 500 ( 2 ) ( 2 ) Common Stock 500 $ 0 1,501 D
Restricted Stock Equivalent 7/8/2015 $ 0 09/30/2017 M 1,501 ( 1 ) ( 1 ) Common Stock 1,501 $ 0 0 D
Non-Qualified Stock Options 7/6/2015 $ 100.68 09/30/2017 J 1,738 ( 3 ) ( 3 ) Common Stock 1,738 $ 0 5,213 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
VerNooy David S
C/O EDGEWELL PERSONAL CARE COMPANY
1350 TIMBERLAKE MANOR PARKWAY
CHESTERFIELD, MO63017
VP, Global Operations
Signatures
Jeffrey A. Gershowitz, Attorney-in-Fact 10/03/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Vesting of Restricted Stock Equivalents accelerated pro rata and converted into shares of Edgewell common stock due to Mr. VerNooy's retirement on September 30, 2017. These shares of Edgewell common stock will be delivered to Mr. VerNooy on March 30, 2018.
( 2 )Unvested award forfeited upon Mr. VerNooy's retirement from the Company on September 30, 2017.
( 3 )Vesting of Non-Qualified Stock Options accelerated pro rata due to Mr. VerNooy's retirement on September 30, 2017. He has 5 years from his retirement date to exercise these options.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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