Hogan Randall J Form 4 nVent Electric / RANDALL J HOGAN ownership change

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

HOGAN RANDALL J

(Last)

(First)

(Middle)

1665 UTICA AVENUE

SUITE 700

(Street)

ST. LOUIS PARK

55416

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
nVent Electric plc [ NVT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares - Restricted Stock Units	05/07/2018		A⁽¹⁾		5,130	A	$0	225,359.9⁽²⁾	D
Ordinary Shares								33,055⁽³⁾	D
Ordinary Shares								439,115⁽³⁾	I	By Trust
Ordinary Shares								7,768⁽³⁾	I	By GRAT
Ordinary Shares								13,442⁽³⁾	I	By Spouse Trust
Ordinary Shares - ESOP								2,294.868⁽³⁾	I	By ESOP
Ordinary Shares - Deferral Plan								61,158.945⁽³⁾⁽⁴⁾	I	Plan Agent

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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Nonqualified Stock Option (right to buy)	$8.37⁽⁵⁾							⁽⁶⁾	01/02/2019	Ordinary Shares	204,462⁽⁵⁾		204,462⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$11.28⁽⁵⁾							⁽⁶⁾	01/04/2020	Ordinary Shares	361,175⁽⁵⁾		361,175⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$12.49⁽⁵⁾							⁽⁶⁾	01/03/2021	Ordinary Shares	170,663⁽⁵⁾		170,663⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$11.53⁽⁵⁾							⁽⁶⁾	01/03/2022	Ordinary Shares	193,030⁽⁵⁾		193,030⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$17.1⁽⁵⁾							⁽⁶⁾	01/02/2023	Ordinary Shares	198,065⁽⁵⁾		198,065⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$17.8⁽⁵⁾							⁽⁶⁾	03/15/2023	Ordinary Shares	27,176⁽⁵⁾		27,176⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$25.96⁽⁵⁾							⁽⁶⁾	01/02/2024	Ordinary Shares	136,052⁽⁵⁾		136,052⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$22.52⁽⁵⁾							⁽⁶⁾	01/02/2025	Ordinary Shares	186,066⁽⁵⁾		186,066⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$16.65⁽⁵⁾							⁽⁷⁾	01/04/2026	Ordinary Shares	323,900⁽⁵⁾		323,900⁽⁵⁾	D
Nonqualified Stock Option (right to buy)	$19.57⁽⁵⁾							⁽⁸⁾	01/03/2027	Ordinary Shares	185,283⁽⁵⁾		185,283⁽⁵⁾	D

Explanation of Responses:

1. Restricted stock units granted pursuant to and subject to a vesting condition of the nVent Electric plc 2018 Omnibus Incentive Plan. Each restricted stock unit represents a right to receive one nVent Electric plc share upon vesting.

2. Includes 220,229.9 restricted stock units ("RSUs") as a result of each outstanding Pentair plc RSU being converted into an RSU denominated in nVent Electric plc ordinary shares in a manner intended to preserve the aggregate intrinsic value of the original Pentair plc RSU in connection with the spin-off of nVent Electric plc from Pentair plc.

3. Reflects ordinary shares received in a pro-rata distribution upon completion of the spin-off of nVent Electric plc from Pentair plc in an exempt transaction pursuant to Rule 16a-9.

4. Shares of nVent Electric plc will be delivered to the reporting person in accordance with their irrevocable deferral election.

5. Each outstanding Pentair plc stock option was converted into an award of options to purchase nVent Electric plc ordinary shares In connection with the spin-off of nVent Electric plc from Pentair plc. The number of shares and exercise prices of each option award were adjusted in a manner intended to preserve the aggregate intrinsic value of the original Pentair plc stock option.

6. This option is presently exercisable in full.

7. Two-thirds of this option is presently exercisable. The remaining one-third becomes exercisable on January 4, 2019.

8. One-third of this option is presently exercisable. The remaining two-thirds become exercisable on January 3, 2019 and January 3, 2020.

	/s/ John K. Wilson, Attorney-in-Fact for Randall J. Hogan	05/09/2018
	** 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.

Hogan Randall J Form 4nVent Electric / RANDALL J HOGAN ownership change