Archbold Brian David Form 4 MESA LABORATORIES / Brian David Archbold 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^*

Archbold Brian David

(Last) (First) (Middle)

12100 W. 6TH AVENUE

(Street)

LAKEWOOD CO 80228

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MESA LABORATORIES INC /CO [ MLAB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2020

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	06/15/2020		M		70	A	$0	302	D
Common Stock	06/15/2020		F		32(4)	D	$226.72	270	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 - 1	(1)	06/15/2020		M			70	06/15/2019(2)	(3)	Common Stock	70	$0	210	D
Restricted Stock Units - 2	(1)	06/15/2020		A		812		06/15/2021(5)	(3)	Common Stock	812	$0	812	D
Non Qualified Stock Options	$226.72	06/15/2020		A		2,697		06/15/2021(6)	06/15/2026	Common Stock	2,697	$0	6,456	D
Restricted Stock Units - 3	(1)	06/15/2020		A		419(7)		06/15/2021(8)	(3)	Common Stock	419	$0	419	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of the Issuer's common stock

2. RSUs that vest 1/5 on June 15, 2019 and each of the next four anniversary dates

3. Not Applicable

4. Represents shares of common stock retained by Mesa Labs for tax withholding purposes in connection with the net-settlement on the issuance of shares of common stock in respect to vested RSUs.

5. RSUs that vest approximately 1/3 on June 15, 2021 and each of the next two anniversary dates.

6. NSOs that vest approximately 1/3 on June 15, 2021 and each of the next two anniversary dates

7. RSUs granted for 10% salary reduction for 12 months and conversion of 60% of cash bonus target for Fiscal Year 21

8. RSUs that cliff vest June 15, 2021

	Brian Archbold	06/17/2020
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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