| 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 COMFORT SYSTEMS USA INC [ FIX ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 03/25/2015 | ||||||||||||||||||||||||||
| 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 | 03/25/2015 | A | 4,926(1) | A | $0 | 45,284 | D | |||
| Common Stock | 04/01/2015 | A | 8,591(2) | A | $0 | 53,875 | D | |||
| Common Stock | 04/02/2015(3) | F | 673(4) | D | $21.04(5) | 53,203 | D | |||
| Common Stock | 04/02/2015(3) | F | 544(6) | D | $21.04(5) | 52,659 | D | |||
| Common Stock | 04/02/2015(3) | F | 481(7) | D | $21.04(5) | 52,178 | D | |||
| Common Stock | 04/02/2015(3) | F | 2,272(8) | D | $21.04(5) | 49,906 | 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 | ||||||||
| Employee Stock Option (Right to Buy) | $19.67 | 03/25/2015 | A | 12,717 | 04/01/2016(9) | 03/25/2025(10) | Common Stock | 12,717 | $0 | 12,717 | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit granted on March 25, 2015 represents a right to receive one share of common stock and will vest in equal installments over a three-year vesting schedule. |
| 2. Reflects dollar-denominated performance restricted stock units granted on March 26, 2012 that vested on April 1, 2015. These units vested as a result of the Company's 2012-2014 relative Total Shareholder Return and 2012-2014 Company average EPS-the applicable performance metrics. |
| 3. Forfeited shares are related to dollar-denominated performance restricted stock units and restricted stock units that vested on April 1,2015 and were priced based on the average of the high and low stock price on April 1, 2015. Forfeitures were processed on April 2, 2015. |
| 4. Reflects forfeited shares related to the third and final vesting of restricted stock units granted on March 26, 2012. |
| 5. Price is based on the average of the high and low stock price on April 1, 2015. |
| 6. Reflects forfeited shares related to the second vesting of restricted stock units granted on March 20, 2013. |
| 7. Reflects forfeited shares related to the first vesting of restricted stock units granted on March 19, 2014. |
| 8. Reflects forfeited shares related to the vesting of dollar-denominated performance restricted stock units granted on March 26, 2012. |
| 9. Stock options vest in equal installments over a three-year vesting schedule. |
| 10. Stock options will expire at the earlier of ten years from the date of grant or three months following termination of employment. |
| /s/ Trent T. McKenna | 04/02/2015 | |
| ** 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. | ||
