Sec Form 4 Filing - POHLMAN KEVIN M @ PATTERSON COMPANIES, INC. - 2020-03-31

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
POHLMAN KEVIN M
2. Issuer Name and Ticker or Trading Symbol
PATTERSON COMPANIES, INC. [ PDCO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President - Animal Health
(Last) (First) (Middle)
822 7TH STREET, SUITE 740
3. Date of Earliest Transaction (MM/DD/YY)
03/31/2020
(Street)
GREELEY, CO80631
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 03/31/2020 A( 1 ) 718 A $ 12.9965 77,903 ( 2 ) ( 3 ) D
Common Stock 814 ( 4 ) I By ESOP
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
Employee Stock Options ( 5 ) $ 22.25 ( 6 ) 07/01/2029 Common Stock 33,784 33,784 D
Employee Stock Options ( 7 ) $ 22.48 07/01/2021 07/01/2028 Common Stock 13,345 13,345 D
Employee Stock Options ( 8 ) $ 39.23 08/07/2020 08/07/2027 Common Stock 5,539 5,539 D
Employee Stock Options ( 9 ) $ 47.51 07/01/2020 07/01/2027 Common Stock 13,935 13,935 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
POHLMAN KEVIN M
822 7TH STREET, SUITE 740
GREELEY, CO80631
President - Animal Health
Signatures
Les B. Korsh, by Power of Attorney 04/02/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares acquired by Reporting Person pursuant to the Patterson Companies, Inc. Employee Stock Purchase Plan.
( 2 )Includes 12,010 Restricted Stock Units ("RSUs") awarded on 9/21/2015, 7/1/2016, 7/1/2017, 8/7/2017, 7/1/2018 and 7/1/2019 to Reporting Person pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive Plan. The RSUs vest contingent upon continued employment as follows: 1,879 units in aggregate vest on 7/1/2020, 191 units vest on 8/7/2020, 314 units vest on 9/21/2020, 1,881 units in aggregate vest on 7/1/2021, 191 units vest on 8/7/2021, 6,473 units vest on 7/1/2022, 191 units vest on 8/7/2022 and 890 units vest on 7/1/2023.
( 3 )Includes 42,191 RSUs awarded to Reporting Person pursuant to a Restrictive Covenants, Severance and Change in Control Agreement between Patterson Companies, Inc. and the Reporting Person. Each RSU represents a right to receive one share of common stock upon vesting. The RSUs are issued under the Plan and will vest, contingent upon continued employment as follows: 14,063 units vest on 6/11/2020 and 28,128 units vest on 6/11/2021.
( 4 )Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan (ESOP) account through December 31, 2019.
( 5 )Stock options granted pursuant to the Plan on 7/1/2019.
( 6 )Options are exercisable as follows: 33% on 7/1/2020, 33% on 7/1/2021 and 34% on 7/1/2022.
( 7 )Stock options granted pursuant to the Plan on 7/1/2018.
( 8 )Stock option granted pursuant to the Plan on 8/7/2017.
( 9 )Stock option granted pursuant to the Plan on 7/1/2017.

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