Blue Bird (BLBD) Form 4 Blue Bird / Mark Ashburn Terry 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^*

Terry Mark Ashburn

(Last) (First) (Middle)

3920 ARKWRIGHT ROAD

SUITE 200

(Street)

MACON GA 31210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Blue Bird Corp [ BLBD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2019

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	12/11/2019		F		4,677	D	$0	35,989	D
Common Stock	12/11/2019		A		13,882(1)(2)	A	$0	49,871	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
Stock Option (right to buy)	$16.99	12/11/2019		A		5,660(3)		12/11/2019	12/11/2028	Common Stock	5,660	$0	5,660	D
Stock Option (right to buy)	$18.1	12/11/2019		A		5,313(4)		12/11/2018	12/11/2027	Common Stock	5,313	$0	5,313	D

Explanation of Responses:

1. The award represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the common stock of Blue Bird Corporation.

2. The RSU's vest 1/3 on each of the dates December 11, 2020, December 11, 2021 and December 11, 2022 subject to downward adjustments consistent with each respective fiscal year's actual percentage payout of the Management Performance bonus award. Any downward adjustments shall not reduce the number of RSU's that vest below 50% of the amount(s) granted.

3. On December 11, 2018, the reporting person was granted an option to purchase 16,979 shares of common stock, which vests over a three year period in equal installments based on satisfaction of certain performance criteria for each of the applicable fiscal years. This represents vesting of the first tranche at 100%.

4. On December 11, 2017, the reporting person was granted an option to purchase 15,937 shares of common stock, which vests over a three year period in equal installments based on satisfaction of certain performance criteria for each of the applicable fiscal years. This represents vesting of the second tranche at 100%.

Remarks:

	/s/ Paul Yousif as attorney-in-fact	12/13/2019
	** 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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