Sec Form 4 Filing - Ryan Peter J. @ SPX FLOW, Inc. - 2021-12-20

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
Ryan Peter J.
2. Issuer Name and Ticker or Trading Symbol
SPX FLOW, Inc. [ FLOW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief People Officer & GC
(Last) (First) (Middle)
13320 BALLANTYNE CORPORATE PLACE
3. Date of Earliest Transaction (MM/DD/YY)
12/20/2021
(Street)
CHARLOTTE, NC28277
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 12/20/2021 M 478 A $ 85.49 12,322 D
Common Stock 12/20/2021 F( 1 ) 214 D $ 85.49 12,108 D
Common Stock 12/20/2021 M 836 A $ 85.49 12,944 D
Common Stock 12/20/2021 F( 1 ) 374 D $ 85.49 12,570 D
Common Stock 12/20/2021 M 2,207 A $ 85.49 14,777 D
Common Stock 12/20/2021 F( 1 ) 987 D $ 85.49 13,790 D
Common Stock 12/20/2021 M 1,036 A $ 85.49 14,826 D
Common Stock 12/20/2021 F( 1 ) 464 D $ 85.49 14,362 D
Common Stock 12/20/2021 M 1,952 A $ 85.49 16,314 D
Common Stock 12/20/2021 F( 1 ) 873 D $ 85.49 15,441 D
Common Stock 1,336 I 401(K) Plan
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 Unit $ 0 12/20/2021 M 478 ( 2 ) ( 2 ) Common Stock 478 $ 0 3,350 D
Restricted Stock Unit $ 0 12/20/2021 M 836 ( 2 ) ( 2 ) Common Stock 836 $ 0 2,514 D
Restricted Stock Unit $ 0 12/20/2021 M 2,207 ( 3 ) ( 3 ) Common Stock 2,207 $ 0 2,207 D
Restricted Stock Unit $ 0 12/20/2021 M 1,036 ( 4 ) ( 4 ) Common Stock 1,036 $ 0 2,073 D
Restricted Stock Unit $ 0 12/20/2021 A 1,952 ( 5 ) ( 5 ) Common Stock 1,952 $ 0 1,952 D
Restricted Stock Unit $ 0 12/20/2021 M 1,952 ( 5 ) ( 5 ) Common Stock 1,952 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ryan Peter J.
13320 BALLANTYNE CORPORATE PLACE
CHARLOTTE, NC28277
Chief People Officer & GC
Signatures
Peter J Ryan 12/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares delivered to the issuer for the payment of withholding taxes due upon the vesting of restricted stock units previously granted under the SPX FLOW Stock Compensation Plan.
( 2 )The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the issuer's board of directors on December 20, 2021, in connection with the merger agreement entered into by the issuer on December 12, 2021.
( 3 )The restricted stock units vest in three equal annual installments beginning on February 27, 2021. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the issuer's board of directors on December 20, 2021, in connection with the merger agreement entered into by the issuer on December 12, 2021.
( 4 )The restricted stock units vest in three equal annual installments beginning on February 24, 2022. The tranche vesting in Q1 of 2022 of this award was accelerated by the compensation committee of the issuer's board of directors on December 20, 2021, in connection with the merger agreement entered into by the issuer on December 12, 2021.
( 5 )2019 performance-based restricted stock units granted pursuant to the SPX FLOW Stock Compensation Plan. The vesting of this award, at 150% of target, was accelerated by the compensation committee of the issuer's board of directors on December 20, 2021, in connection with the merger agreement entered into by the issuer on December 12, 2021.

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