Shaffer David M Form 4 EnerSys / David M Shaffer 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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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^*

Shaffer David M

(Last) (First) (Middle)

2366 BERNVILLE ROAD

(Street)

READING PA 19605

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EnerSys [ ENS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2018

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/28/2018		A		29.2603(1)	A	$0.00	168,883.6667(2)	D
Common Stock	09/28/2018		A		15.5586(3)	A	$0.00	168,889.2253	D
Common Stock	09/28/2018		A		50.6552(4)	A	$0.00	168,949.8805	D
Common Stock	09/28/2018		A		18.3669(5)	A	$0.00	168,968.2474	D
Common Stock	09/28/2018		A		38.511(6)	A	$0.00	169,006.7584	D
Common Stock	09/28/2018		A		27.4499(7)	A	$0.00	169,034.2083	D
Common Stock	09/28/2018		A		23.9297(8)	A	$0.00	169,058.138	D
Common Stock	09/28/2018		A		30.1324(9)	A	$0.00	169,088.2704	D

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

Explanation of Responses:

1. These shares were granted in the form of Market Share Units ("MSUs"), in connection with the cash dividend paid on September 28, 2018 to to stockholders of record as of September 14, 2018 (the "Dividend"), with respect to 16,517 MSUs granted to the reporting person on May 12, 2015, and adjusted for vesting on May 12, 2018 and previously declared and paid cash dividends. These MSUs will be payable concurrently with the underlying MSUs.

2. This amount is reflective of an adjustment resulting from the overstated forfeiture of MSUs in connection with the May 15, 2018 vesting event and subsequent June 29, 2018 dividend payout.

3. These shares were granted in the form of Restricted Stock Units ("RSUs"), in connection with the Dividend, with respect to 7,378 unvested RSUs granted to the reporting person on May 16, 2016, and adjusted for previously declared and paid cash dividends. These RSUs will vest and are payable concurrent with the underlying RSUs.

4. These shares were granted in the form of Performance Share Units ("PSUs"), in connection with the Dividend, with respect to 24,021 PSUs granted to the reporting person on May 16, 2016, and adjusted for previously declared and paid cash dividends. These PSUs will vest and are payable concurrent with the underlying PSUs.

5. These shares were granted in the form of Restricted Stock Units ("RSUs"), in connection with the Dividend, with respect to 8,795 unvested RSUs granted to the reporting person on May 9, 2017, and adjusted for previously declared and paid cash dividends. These RSUs will vest and are payable concurrent with the underlying RSUs.

6. These shares were granted in the form of Performance Share Units ("PSUs"), in connection with the Dividend, with respect to 18,441 PSUs granted to the reporting person on May 9, 2017, and adjusted for previously declared and paid cash dividends. These PSUs will vest and are payable concurrent with the underlying PSUs.

7. These shares were granted in the form of Restricted Stock Units ("RSUs"), in connection with the Dividend, with respect to 13,303 RSUs granted to the reporting person on August 13, 2018. These RSUs will vest and are payable concurrent with the underlying RSUs.

8. These shares were granted in the form of Performance Share Units ("PSUs"), in connection with the Dividend, with respect to 11,597 PSUs granted to the reporting person on August 13, 2018. These PSUs will vest and are payable concurrent with the underlying PSUs.

9. These shares were granted in the form of Performance Share Units ("PSUs"), in connection with the Dividend, with respect to 14,603 PSUs granted to the reporting person on August 13, 2018. These PSUs will vest and are payable concurrent with the underlying PSUs.

Remarks:

	Karen J. Yodis, by Power of Attorney	10/02/2018
	** 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).
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