SEC Form 4
| FORM 4 | 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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol LENNOX INTERNATIONAL INC [ LII ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 12/20/2021 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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, Par Value $0.01 Per Share | 12/20/2021 | M | 2,765 | A | $0 | 49,814 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/20/2021 | M | 630 | A | $0 | 50,444 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/20/2021 | M | 1,448 | A | $0 | 51,892 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/20/2021 | F | 570 | D | $311.08 | 51,322 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/20/2021 | F | 248 | D | $311.08 | 51,074 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/20/2021 | F | 1,088 | D | $311.08 | 49,986 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S(1) | 85 | D | $308.28 | 49,901 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 204 | D | $310.074(2) | 49,697 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 356 | D | $312.665(3) | 49,341 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 233 | D | $313.612(4) | 49,108 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 190 | D | $308.809(5) | 48,918 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 360 | D | $310.075(6) | 48,558 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 740 | D | $312.782(7) | 47,818 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 386 | D | $313.483(8) | 47,432 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 1 | D | $314.12 | 47,431 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 36 | D | $308.28 | 47,395 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 85 | D | $310.071(9) | 47,310 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 51 | D | $312.064(10) | 47,259 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 160 | D | $313.034(11) | 47,099 | D | |||
| Common Stock, Par Value $0.01 Per Share | 12/21/2021 | S | 50 | D | $313.803(12) | 47,049 | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Non-qualified Stock Appreciation Right | $214.63 | 12/20/2021 | M(13) | 8,921 | 12/07/2019(14) | 12/07/2025 | Common Stock, Par Value $0.01 Per Share | 8,921 | $0 | 0 | D | ||||
| Non-qualified Stock Appreciation Right | $278 | 12/20/2021 | M(13) | 5,927 | 12/11/2021(15) | 12/11/2027 | Common Stock, Par Value $0.01 Per Share | 5,927 | $0 | 11,854 | D | ||||
| Non-qualified Stock Appreciation Right | $257.08 | 12/20/2021 | M(13) | 8,349 | 12/13/2020(16) | 12/13/2026 | Common Stock, Par Value $0.01 Per Share | 8,349 | $0 | 8,350 | D | ||||
| Explanation of Responses: |
| 1. These sales (collectively) were effected pursuant to a Rule 10b5-1 trading plan. |
| 2. Reflects a weighted average sale price of $310.074 at prices ranging from $309.70 to $310.37 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 3. Reflects a weighted average sale price of $312.665 at prices ranging from $312.09 to $313.03 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 4. Reflects a weighted average sale price of $313.612 at prices ranging from $313.17 to $314.12 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 5. Reflects a weighted average sale price of $308.809 at prices ranging from $308.48 to $309.18 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 6. Reflects a weighted average sale price of $310.075 at prices ranging from $309.70 to $310.37 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 7. Reflects a weighted average sale price of $312.782 at prices ranging from $312.09 to $313.05 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 8. Reflects a weighted average sale price of $313.483 at prices ranging from $313.09 to $313.92 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 9. Reflects a weighted average sale price of $310.071 at prices ranging from $309.70 to $310.37 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 10. Reflects a weighted average sale price of $312.064 at prices ranging from $311.48 to $312.47 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| 11. Reflects a weighted average sale price of $313.034 at prices ranging from $312.67 to $313.43 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 12. Reflects a weighted average sale price of $313.803 at pricing ranging from $313.70 to $314.12 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. |
| 13. This exercise was affected pursuant to a Rule 10b5-1 trading plan. |
| 14. One third of the Stock Appreciation Rights became exercisable on 12/7/2019 and each year thereafter. The entire grant became fully exercisable on 12/7/2021. |
| 15. One third of the Stock Appreciation Rights became exercisable on 12/11/2021 and each year thereafter. The entire grant will become fully exercisable on 12/11/2023. |
| 16. One third of the Stock Appreciation Rights became exercisable on 12/13/2020 and each year thereafter. The entire grant will become fully exercisable on 12/13/2022. |
| /s/ John D. Torres, attorney-in-fact for Mr. Todd M. Bluedorn | 12/22/2021 | |
| ** Signature of Reporting Person | Date | |
| 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||