Sec Form 4 Filing - Cawley Joseph @ TESSCO TECHNOLOGIES INC - 2019-05-10

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
Cawley Joseph
2. Issuer Name and Ticker or Trading Symbol
TESSCO TECHNOLOGIES INC [ TESS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
11126 MCCORMICK ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/10/2019
(Street)
HUNT VALLEY, MD21031
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 05/10/2019 M 625 A 5,694 D ( 2 )
Common Stock 05/10/2019 F 509 D 5,185 D ( 2 )
Common Stock 05/10/2019 M 1,875 A 7,060 D ( 2 )
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) D ate Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option $ 18.03 05/10/2019 A 17,000 ( 3 ) 05/10/2025 Common Stock 17,000 $ 0 17,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cawley Joseph
11126 MCCORMICK ROAD
HUNT VALLEY, MD21031
Senior Vice President
Signatures
Joseph M. Cawley by Aric Spitulnik by Power of Attorney 05/11/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects Common Stock covered by Performance Stock Units, sometimes referred to as PSUs, as and to the extent which the applicable performance requirements have been met (referred to as PSUs "earned"), and which now represent the conditional right to receive one share of Common Stock per PSU on the basis of continued time vesting. PSUs granted May 10, 2018, with a fiscal 2019 performance year, for 2,500 shares of Common Stock were earned on May 10, 2019 whereupon the shares of Common Stock underlying one fourth of the earned PSU were issued on the same date, and the remaining 1,875 shares will be issued in three equal annual installments of 625 shares on or about each of the succeeding three anniversaries of such date, subject to the Reporting Person's continued association with the Issuer on the applicable date. Reporting Person has elected to report the shares of Common Stock as an award in Table I instead of reporting the award of the PSUs in Table II.
( 2 )All shares are owned directly, except for 368 shares which are owned indirectly, through the TESSCO Technologies 401(k) plan and 1,224 shares owned indirectly through the TESSCO Team Member Stock Purchase Plan, and in the case of the 5,694 and 5,185 shares indicated as beneficially owned, 1,850 shares which are the subject of fiscal 2018 performance year PSUs earned but not yet vested (previously reported in Table I), and in the case of the 7,060 shares indicated as beneficially owned, 3,750 shares which are the subject of fiscal 2018 and 2019 performance year PSUs earned but not yet vested.
( 3 )The options will vest 25% after 1 year and then the remainder vests 1/36 each month for 3 years.
( 4 )$18.03 closing market price on May 10, 2019.
( 5 )Reflects shares earned and vested (issued) in respect of PSUs with a fiscal 2019 performance year. See Footnote (1) for explanation.

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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