JELD-WEN Holding (JELD) Form 3 JELD-WEN Holding / Peter Maxwell 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^*

Maxwell Peter

(Last) (First) (Middle)

JELD-WEN HOLDING, INC.

440 S. CHURCH STREET, SUITE 400

(Street)

CHARLOTTE NC 28202

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/27/2017

3. Issuer Name and Ticker or Trading Symbol
JELD-WEN Holding, Inc. [ JELD ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & President, Europe

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	11,000(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
Common Stock Option (Right to Buy)	(2)	09/15/2025	Common Stock	3,190	23.67	D
Common Stock Option (Right to Buy)	(3)	09/15/2025	Common Stock	12,760	19.58	D
Class B-1 Stock Option (Right to Buy)(6)	(2)	09/15/2025	Common Stock	13,636(4)	19.89(4)	D
Class B-1 Stock Option (Right to Buy)(6)	(3)	09/15/2025	Common Stock	54,545(5)	15.9(5)	D

Explanation of Responses:

1. This amount consists of restricted stock units that will vest on September 15, 2018.

2. This option is fully vested.

3. This option will vest in equal installments on September 28, 2017, September 28, 2018, September 28, 2019 and September 28, 2020.

4. As of the date of the reporting event, and prior to the Class B-1 Conversion (as defined below), represents Class B-1 Stock Options exercisable for an aggregate of 7,810 shares of Class B-1 Common Stock, each with an exercise price of $34.73.

5. As of the date of the reporting event, and prior to the Class B-1 Conversion, represents Class B-1 Stock Options exercisable for an aggregate of 31,240 shares of Class B-1 Common Stock, each with an exercise price of $27.77.

6. Immediately prior to the consummation of the initial public offering of the issuer's Common Stock, Class B-1 Stock Options will become exercisable for Common Stock (the "Class B-1 Conversion"). For purposes of this table, the number of options and the applicable exercise prices are presented on a post-Class B-1 Conversion basis. The footnotes above indicate the number of Class B-1 Stock Options outstanding and the applicable exercise prices with respect to shares of Class B-1 Common Stock as of the date of the reporting event.

	/s/ Laura W. Doerre, Attorney-in-Fact for Peter Maxwell	01/27/2017
	** 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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