Francis Peloso Form 4 Vectrus / Francis Peloso 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^*

Peloso Francis

(Last) (First) (Middle)

655 SPACE CENTER DRIVE

(Street)

COLORADO SPRINGS CO 80915

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vectrus, Inc. [ VEC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, CHRO

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2016

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
Vectrus, Inc. Common Stock	03/04/2016		M		625	A	$0(1)	5,934	D
Vectrus, Inc. Common Stock	03/04/2016		F		234	D	$19.93	5,700	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
Restricted Stock Units	(2)	03/04/2016		A		2,991		(3)	(3)	Vectrus, Inc. Common Stock	2,991	$0	2,991	D
Employee Stock Options (Right to Buy)	$20.06	03/04/2016		A		5,666		(4)	03/04/2026	Vectrus, Inc. Common Stock	5,666	$0	5,666	D
Restricted Stock Units	(1)	03/04/2016		M			625	(5)	(5)	Vectrus, Inc. Common Stock	625	$0	1,248	D

Explanation of Responses:

1. These restricted stock units ("RSUs") convert to Vectrus, Inc. common stock on a one-for-one basis.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Vectrus, Inc. common stock.

3. The awarded RSUs will vest in three equal annual installments beginning on March 4, 2017.

4. The awarded options will vest in three equal annual installments beginning on March 4, 2017.

5. These securities were previously granted on March 4, 2015 and vest in three equal annual installments beginning on March 4, 2016.

Remarks:

	/s/ Kathryn Lamping, Attorney-In-Fact	03/08/2016
	** 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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