Sec Form 4 Filing - KUTA MICHAEL @ DMC Global Inc. - 2020-02-26

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
KUTA MICHAEL
2. Issuer Name and Ticker or Trading Symbol
DMC Global Inc. [ BOOM]
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 DMC GLOBAL INC., 11800 RIDGE PARKWAY, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
02/26/2020
(Street)
BROOMFIELD, CO80021
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 02/26/2020 A 8,739 ( 1 ) A $ 0 9,703 D
Common Stock 02/26/2020 M 58 A $ 0 9,761 D
Common Stock 02/26/2020 F 58 ( 2 ) D $ 37.76 9,703 D
Common Stock 02/27/2020 M 81 A $ 0 9,784 D
Common Stock 02/27/2020 F 81 ( 2 ) D $ 36.9 9,703 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
Performance Share Units ( 3 ) 02/26/2020 A 8,739 ( 4 ) ( 4 ) Common Stock 8,739 $ 0 8,739 D
Deferred Stock ( 5 ) 02/26/2020 M 58 ( 6 ) ( 7 ) Common Stock 58 $ 0 5,708 D
Deferred Stock ( 5 ) 02/27/2020 M 81 ( 8 ) ( 9 ) Common Stock 81 $ 0 7,856 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KUTA MICHAEL
C/O DMC GLOBAL INC.
11800 RIDGE PARKWAY, SUITE 300
BROOMFIELD, CO80021
Chief Financial Officer
Signatures
/s/ Andrew Nelson, as attorney-in-fact 02/28/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This stock award is subject to the lapse of time-based restrictions. The restrictions will lapse with respect to one-third of the shares in equal amounts on each of the first, second and third anniversaries of the grant date.
( 2 )Represents withholding of shares to satisfy tax obligations upon the vesting of Deferred Stock.
( 3 )Each Performance Share Unit ("PSU") represents the contingent right to receive one share of the Issuer's common stock based on certain vesting conditions.
( 4 )The number of PSUs that will vest and the number of shares of Issuer's common stock that will be awarded, if any, is contingent on the Issuer's average Adjusted EBITDA as compared to target Adjusted EBITDA and the Issuer's total shareholder return ("TSR") relative to the TSR of identified peer companies achieved over the three year period from 2020 through 2022, with potential to earn a number of shares of common stock between 0% and 200% of the number of target PSUs awarded. This PSU award will cliff vest, if at all, after the performance period ending December 31, 2022.
( 5 )Each share of Deferred Stock represents the right to receive one share of the Issuer's common stock.
( 6 )5,766 shares of Deferred Stock were granted on February 26, 2019, and vest in equal amounts over 3 years on the grant date anniversary.
( 7 )The Deferred Stock will be delivered to the reporting person in equal amounts annually over 5 years following separation from service, or in a lump sum if due to a change of control. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock.
( 8 )8,000 shares of Deferred Stock were granted on February 27, 2018, and vest in equal amounts over 3 years on the grant date anniversary.
( 9 )The Deferred Stock will be delivered to the reporting person in a lump sum upon separation from service. The reporting person may transfer the Deferred Stock into an alternative investment six months and one day following vesting of the Deferred Stock.

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