PGT Innovations (PGTI) Form 4 PGT Innovations / Richard D Feintuch 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

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X

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^*

Feintuch Richard D

(Last) (First) (Middle)

PGT INNOVATIONS, INC.

1070 TECHNOLOGY DRIVE

(Street)

NORTH VENICE FL 34275

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PGT Innovations, Inc. [ PGTI ]

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)
03/28/2024

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)
			Code	V	Amount	(A) or (D)	Price
PGTI Common Stock	03/28/2024		D(1)		13,727(2)	D	$42	0	D
PGTI Common Stock	03/28/2024		D(1)		116,993(2)	D	$42	0	I	Through Feintuch 2007 Dynasty Trust

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
PGTI Restricted Stock Unit	$0	03/28/2024		D			12,621	(3)	(3)	PGTI Common Stock	12,621	$42	0	D

Explanation of Responses:

1. On March 28, 2024, the Company was acquired by MIWD Holding Company LLC pursuant to the merger agreement entered into by and between the Company, MIWD Holding Company LLC, and RMR Merge Co, Inc., dated as of January 16, 2024.

2. Upon the consummation of the merger, each issued and outstanding share of the Company's common stock was canceled and converted into the right receive $42.00 in cash without interest. In addition, each share of restricted stock and each restricted stock unit that were granted under the Company's Amended and Restated 2019 Equity and Incentive Compensation Plan that were outstanding immediately prior to the consummation of the merger were canceled and converted into the right to receive $42.00 in cash without interest.

3. Represents restricted stock units that were granted under the Amended and Restated 2019 Equity and Incentive Compensation Plan and deferred pursuant to a separate deferral election agreement between the Company and the reporting person. Pursuant to the merger agreement, these restricted stock units were canceled and converted into the right to receive $42.00 in cash without interest upon the consummation of the merger.

	/s/ Ryan S. Quinn, as attorney-in-fact for Richard Feintuch	03/28/2024
	** 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).
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