Jinger J McPeak Form 4 HELIOS / Jinger J McPeak 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^*

McPeak Jinger J

(Last) (First) (Middle)

1500 WEST UNIVERSITY PARKWAY

(Street)

SARASOTA FL 34243

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HELIOS TECHNOLOGIES, INC. [ HLIO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2020

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								4,669.183	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
Performance-Based Restricted Stock Units	$0(1)	02/28/2020		A		2,755		(2)	(2)	Common Stock	2,755	$0	2,755	D
Restricted Stock Units	$0(3)	02/28/2020		A		1,377		(4)	(4)	Common Stock	1,377	$0	1,377	D
Non-qualified Stock Options (right to buy)	$39.75	02/28/2020		A		1,377		(5)	02/28/2030	Common Stock	1,377	$0	1,377	D
Restricted Stock Units	$0(6)							(6)	(6)	Common Stock	1,140		1,140	D
Performance-based Restricted Stock Units	$0(7)							(7)	(7)	Common Stock	1,710		1,710	D

Explanation of Responses:

1. Each performance-based Restricted Stock Unit (RSU) represents the right to receive, following vesting, up to 200% of one share of Helios Technologies common stock (Common Stock). The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on the first day of the Company's fiscal year ending January 2, 2020 and ending on the last day of the Company's fiscal year ending December 31, 2022.

2. Unless earlier forfeited under the terms of the performance-based RSU, each performance-based RSU vests and converts into no more than 200% of one share of Common Stock after the determination of the achievement of the performance goals during the three-year performance period beginning on the first day of the Company's fiscal year ending January 2, 2020 and ending on the last day of the Company's fiscal year ending December 31, 2022.

3. Each RSU represents the right to receive, following vesting, one share of Common Stock.

4. Unless earlier forfeited under the terms of the RSU, 33-1/3% of the awards vest and convert into Common Stock on each of the first three anniversaries of the grant date.

5. Unless earlier forfeited under the terms of the Options, 33-1/3% of the options vest and become exercisable on each of the first three anniversaries of the grant date.

6. Restricted stock units granted to reporting person on 2/22/2019, 33-1/3% of the awards vest and convert into Common Stock on each of the first three anniversaries of the grant date.

7. Performance-based restricted stock units granted to the reporting person on 2/22/2019, unless earlier forfeited under the terms of the performance-based RSU, each performance-based RSU vests and converts into no more than 150% of one share of Common Stock after the determination of the achievement of the performance goals during the three-year performance period ending on the last day of the Company's fiscal year ending January 1, 2022.

	Gregory C. Yadley, as Attorney-in-Fact for Jinger J. McPeak	03/03/2020
	** Signature of Reporting Person	Date
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