Sec Form 3 Filing - Armstrong Charles L. @ FLOWSERVE CORP - 2018-03-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Armstrong Charles L.
2. Issuer Name and Ticker or Trading Symbol
FLOWSERVE CORP [ FLS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Interim Chief Legal Officer
(Last) (First) (Middle)
5125 NORTH O'CONNOR BLVD SUITE 2300
3. Date of Earliest Transaction (MM/DD/YY)
03/17/2018
(Street)
IRVING, TX75039
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 3,437 ( 1 ) 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 Units ( 2 ) ( 2 ) ( 2 ) Common Stock 5,342 D
Performance Rights ( 3 ) ( 3 ) ( 3 ) Common Stock 3,620 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Armstrong Charles L.
5125 NORTH O'CONNOR BLVD SUITE 2300
IRVING, TX75039
Interim Chief Legal Officer
Signatures
/s/ Akshar C. Patel, attorney-in-fact 03/26/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares are held in the issuer's 401(k) stock fund.
( 2 )Each restricted stock unit represents the right to receive, at settlement, one share of common stock, plus accrued dividends, and are granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The restricted stock units were originally granted on February 3, 2016, May 18, 2016, February 1, 2017, December 20, 2017 and February 28, 2018 and vest ratably over a three-year period on each annual anniversary of the grant.
( 3 )Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on a number of factors during a three-year performance cycle which may include but are not limited to: 1) the issuer's average return on net assets ("RONA") in comparison to the RONA averages of a predetermined peer group; 2) the issuer's growth in bookings in comparison to the issuer's operating plan; 3) the issuer's relative total share holder return ("TSR") in comparison to the TSR averages of a predetermined peer group; and 4) the issuer's return on invested capital measured against the issuer's performance relative to its weighted average cost of capital and relative to a predetermined peer group. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.

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).
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