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 EDGEWELL PERSONAL CARE Co [ EPC ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 11/12/2021 | ||||||||||||||||||||||||||
| 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 | ||||||
| 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 Options 11/12/2021 | $43.29 | 11/12/2021 | A | 8,214 | 11/12/2022(1) | 11/12/2031 | Common Stock | 8,214 | $0.00 | 8,214 | D | ||||
| Restricted Stock Equivalents (RSE) 11/12/2021 | $0.00 | 11/12/2021 | A | 4,159 | 11/12/2022(2) | (2) | Common Stock | 4,159 | $0.00 | 4,159 | D | ||||
| Performance Restricted Stock Equivalents (PRSE) 11/12/2021 | $0.00 | 11/12/2021 | A | 13,861 | 11/12/2024(3) | (3) | Common Stock | 13,861 | $0.00 | 13,861 | D | ||||
| Explanation of Responses: |
| 1. One-third of the Options will become exercisable on each of 11/12/2022, 11/12/2023 and 11/12/2024, as long as the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. |
| 2. One-third of the RSEs will vest and convert into shares of Edgewell common stock on each of 11/12/2022, 11/12/2023 and 11/12/2024 if the Reporting Person is employed on said dates, or all or a portion may vest upon death, disability, change in control or certain termination events. |
| 3. The PRSEs will vest and convert into shares of Edgewell common stock on the date that Edgewell releases its earnings for the fiscal year ending September 30, 2024 if the following specified performance criteria is met: Relative Total Shareholder Return for the "Performance Period" beginning on October 1, 2021 and ending on September 30, 2024 (100%). Percentage will range from 0% to 100% based on company performance. The amount shown is the maximum amount available to vest. |
| Remarks: |
| Marisa Iasenza, Attorney in Fact | 11/16/2021 | |
| ** 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. | ||