Sec Form 4 Filing - Browers Blaine @ Cadre Holdings, Inc. - 2024-03-18

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
Browers Blaine
2. Issuer Name and Ticker or Trading Symbol
Cadre Holdings, Inc. [ CDRE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CHIEF FINANCIAL OFFICER
(Last) (First) (Middle)
C/O CADRE HOLDINGS, INC., 13386 INTERNATIONAL PKWY
3. Date of Earliest Transaction (MM/DD/YY)
03/18/2024
(Street)
JACKSONVILLE, FL32218
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, par value $0.0001 per share ("Common Stock") 03/18/2024 M 55,333 A 129,650 D
Common Stock 03/18/2024 F 21,774 ( 2 ) D $ 34.66 107,876 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
Phantom Stock ( 1 ) 03/18/2024 M 55,333 ( 1 ) ( 1 ) Common Stock 55,333 $ 0 0 D
Restricted Stock Units ( 3 ) 03/18/2024 A 9,846 ( 3 ) ( 3 ) Common Stock 9,846 $ 0 9,846 D
Stock Option (right to purchase) $ 34.66 03/18/2024 A 31,023 ( 4 ) 03/18/2034 Common Stock 31,023 $ 0 31,023 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Browers Blaine
C/O CADRE HOLDINGS, INC.
13386 INTERNATIONAL PKWY
JACKSONVILLE, FL32218
CHIEF FINANCIAL OFFICER
Signatures
/s/ Blaine Browers 03/20/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 9, 2022, the Reporting Person was granted a phantom stock award under the Safariland Group Amended and Restated 2021 Phantom Restricted Share Plan consisting of 166,000 shares of phantom stock. Each share of phantom stock is the economic equivalent of one share of Cadre Holdings, Inc. (the "Issuer") Common Stock. 55,334 shares of phantom stock vested and became non-forfeitable on March 18, 2022, and 55,333 shares of phantom stock vested and became non-forfeitable on each of March 18, 2023 and March 18, 2024, respectively.
( 2 )Represents the number of shares of Common Stock withheld by the Issuer to satisfy the tax withholding obligations incurred by Mr. Browers as a result of the vesting on March 18, 2024 of a portion of the phantom stock award.
( 3 )Comprised of a restricted stock units award granted under the Issuer's 2021 Stock Incentive Plan (the "Plan") consisting of 9,846 shares of the Issuer's Common Stock. 3,282 shares of the Issuer's Common Stock will vest and become non-forfeitable on each of March 18, 2025, March 18, 2026 and March 13, 2027, respectively.
( 4 )The option to purchase shares of the Issuer's Common Stock was granted under the Plan. Options to purchase 10,341 shares of the Issuer's Common Stock will vest and become exercisable on each of March 18, 2025, March 18, 2026 and March 18, 2027, respectively.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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