| 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/24/2018 | 3. Issuer Name and Ticker or Trading Symbol GARDNER DENVER HOLDINGS, INC. [ GDI ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 1,000 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 Options (Right to Buy) | (1) | 09/21/2025 | Common Stock | 17,927 | 10.61 | D | |
| Stock Options (Right to Buy) | (2) | 12/09/2026 | Common Stock | 12,200 | 11.43 | D | |
| Stock Options (Right to Buy) | (3) | 02/22/2028 | Common Stock | 3,811 | 32.06 | D | |
| Restricted Stock Units | (4) | (4) | Common Stock | 1,670 | (4) | D | |
| Explanation of Responses: |
| 1. Of this stock option award, 15,366 stock options are currently vested, with an additional 5,122 stock options eligible to vest on December 31, 2018, where 50% of such unvested options are eligible to vest on such date, or a later date, subject to the satisfaction of future performance-based vesting conditions and are not included in the table above. |
| 2. Of this stock option award, 6,971 stock options are currently vested, with an additional 10,458 stock options eligible to vest in equal installments on each of December 31, 2018, December 31, 2019 and December 31, 2020, where 50% of such unvested options are eligible to vest on such dates, or later dates, subject to the satisfaction of future performance-based vesting conditions and are not included in the table above. |
| 3. These stock options vest in four equal annual installments beginning on February 22, 2020. |
| 4. These restricted stock units vest in four equal annual installments beginning on February 22, 2020, and upon vesting, will each be settled by delivery of one share of common stock, an equivalent amount of cash, or a combination thereof. |
| Remarks: |
| Title: Vice President and Corporate Controller Exhibit List: Exhibit 24 - Power of Attorney |
| /s/ Andrew Schiesl, as Attorney-in-Fact | 10/31/2018 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
