Knowles (KN) Form 3 Knowles / Air A. Jr. Bastarrica ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Bastarrica Air A. Jr.

(Last) (First) (Middle)

C/O KNOWLES CORPORATION

1151 MAPLEWOOD DR.

(Street)

ITASCA IL 60143-2071

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/22/2018

3. Issuer Name and Ticker or Trading Symbol
Knowles Corp [ KN ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,543(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	02/17/2017(2)	02/17/2023	Common Stock	5,319(3)	11.02	D
Stock Option (Right to Buy)	02/16/2018(4)	02/15/2024	Common Stock	8,915	19.28	D
Stock Option (Right to Buy)	02/15/2019(4)	02/15/2025	Common Stock	11,132	14.29	D

Explanation of Responses:

1. This total includes the following unvested Restricted Stock Units: 1,361 units from award dated 2/17/16 and will vest on 2/17/19; 3,112 units from award dated 2/16/17 and 1,556 will vest on 2/16/19 and 1,556 will vest on 2/16/20; and 6,298 units from award dated 2/15/18 that vests ratably over three years commencing on the first anniversary of the award.

2. Option granted under the Knowles Corporation 2014 Equity and Cash Incentive Plan that vests ratably over three years commencing on the first anniversary of the award.

3. The original grant was issued for 7,979 options and 2,660 were previously exercised. The remaining balance on this grant is 5,319.

4. Option granted under the Knowles Corporation 2016 Equity and Cash Incentive Plan that vests ratably over three years commencing on the first anniversary of the award.

	/s/ Mark Pacioni, attorney-in-fact	06/29/2018
	** 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 5 (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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