Sec Form 4 Filing - Kellar Kelli L @ AROTECH CORP - 2019-03-08

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
Kellar Kelli L
2. Issuer Name and Ticker or Trading Symbol
AROTECH CORP [ ARTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP - Finance and CFO
(Last) (First) (Middle)
1939 CEDAR HILL DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2019
(Street)
BLOOMFIELD HILLS, MI48301
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 03/11/2019 M( 1 ) 20,041 A $ 0 20,041 ( 2 ) 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 ( 3 ) $ 0 03/08/2019 M( 4 ) 20,041 03/08/2018 12/31/2028 Common Stock 20,041 $ 0 0 D
Restricted Stock Units ( 3 ) $ 0 03/08/2019 A( 5 ) 36,000 03/08/2018 12/31/2028 Common Stock 36,000 $ 0 36,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kellar Kelli L
1939 CEDAR HILL DRIVE
BLOOMFIELD HILLS, MI48301
VP - Finance and CFO
Signatures
/s/ Kelli L. Kellar 03/12/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Issuance of shares upon vesting of 31,200 out of 36,000 restricted stock units (20,041 net of taxes), with the remaining 4,800 unearned restricted stock units being cancelled.
( 2 )Does not include 36,000 unvested restricted stock units, the vesting of 24,000 of which is subject to future performance criteria.
( 3 )Each restricted stock unit represents a contingent right to receive one share of common stock.
( 4 )Removal of restrictions and issuance of 20,041 shares of stock on 03/08/2019 due to vesting of 31,200 out of 36,000 restricted stock units (20,041 net of taxes), with the remaining 4,800 unearned restricted stock units being cancelled.
( 5 )Award of restricted stock units, vesting 1/3 on continued employment (1/9 vesting at the end of each year over three years) and 2/3 on multi-year performance criteria.

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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