Sec Form 4 Filing - AUSTIN NANCY E @ MATRIX SERVICE CO - 2022-08-30

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
AUSTIN NANCY E
2. Issuer Name and Ticker or Trading Symbol
MATRIX SERVICE CO [ MTRX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, Chief Admin Officer
(Last) (First) (Middle)
5100 EAST SKELLY DRIVE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
08/30/2022
(Street)
TULSA, OK74135
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( 1 ) 08/30/2022 M 2,163 A 63,749 D
COMMON STOCK( 1 ) 08/30/2022 D 2,163 D $ 5.78 61,586 D
COMMON STOCK( 1 ) 08/30/2022 F 629( 3 ) D $ 5.78 60,957 D
COMMON STOCK( 1 ) 08/30/2022 A 10,307( 4 ) A $ 0( 5 ) 71,264( 6 ) 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 ) 08/30/2022 M 2,163 08/30/2022( 7 ) 08/30/2025 COMMON STOCK( 1 ) 2,163 ( 2 ) 6,486 D
RESTRICTED STOCK UNITS ( 2 ) 08/30/2022 A 10,307( 8 ) 08/30/2023 08/30/2026 COMMON STOCK( 1 ) 10,307 ( 5 ) 10,307 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AUSTIN NANCY E
5100 EAST SKELLY DRIVE
SUITE 100
TULSA, OK74135
VP, Chief Admin Officer
Signatures
Nancy E. Austin 09/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )MATRIX SERVICE COMPANY COMMON STOCK.
( 2 )EACH RESTRICTED STOCK UNIT IS THE ECONOMIC EQUIVALENT OF ONE SHARE OF MATRIX SERVICE COMPANY COMMON STOCK. ALL RESTRICTED STOCK UNITS ARE SETTLED SOLELY IN CASH WHEN VESTED.
( 3 )RESTRICTED STOCK UNIT AWARD - SHARES DISPOSED TO SATISFY TAX OBLIGATION DUE ON VEST DATE FOR SERVICE-BASED GRANT.
( 4 )RESTRICTED STOCK UNIT - EACH UNIT WILL ENTITLE THE REPORTING PERSON TO ONE SHARE OF MATRIX SERVICE COMPANY COMMON STOCK IF AND WHEN THE CONDITIONS OF THE RESTRICTION HAVE BEEN SATISFIED. FOR THIS GRANT, 25% WILL VEST EACH YEAR FOR THE NEXT FOUR YEARS ON THE ANNIVERSARY DATES.
( 5 )NOT APPLICABLE.
( 6 )INCLUDES 48,798 SHARES OF MATRIX SERVICE COMPANY COMMON STOCK OWNED OUTRIGHT.
( 7 )FOR THIS SERVICE-BASED AWARD OF CASH-SETTLED RESTRICTED STOCK UNITS, 25% WILL VEST EACH YEAR FROM AUGUST 30, 2022 TO AUGUST 30, 2025.
( 8 )EACH UNIT WILL ENTITLE THE REPORTING PERSON TO THE CASH EQUIVALENT OF ONE SHARE OF MATRIX SERVICE COMPANY COMMON STOCK IF AND WHEN THE CONDITIONS OF THE RESTRICTION HAVE BEEN SATISFIED. FOR THIS GRANT, 25% WILL VEST EACH YEAR FOR THE NEXT FOUR YEARS ON THE ANNIVERSARY DATES.

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