Alejandro Alcala Form 3 CRANE / Alejandro Alcala 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^*

Alcala Alejandro

(Last)

(First)

(Middle)

100 FIRST STAMFORD PLACE

(Street)

STAMFORD

06902

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/27/2020

3. Issuer Name and Ticker or Trading Symbol
CRANE CO /DE/ [ CR ]

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

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

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)
CRANE CO. COMMON, PAR VALUE $1.00	106,294	D
CRANE CO. COMMON, PAR VALUE $1.00	269	I	401 (k)

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
2018 Performance-Based Restricted Share Unit	⁽¹⁾	⁽¹⁾	CRANE CO. COMMON, PAR VALUE $1.00	2,355	⁽²⁾	D
2019 Performance-Based Restricted Share Unit	⁽³⁾	⁽³⁾	CRANE CO. COMMON, PAR VALUE $1.00	3,159	⁽⁴⁾	D
2020 Performance-Based Restricted Share Unit	⁽⁵⁾	⁽⁵⁾	CRANE CO. COMMON, PAR VALUE $1.00	3,589	⁽⁶⁾	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/27/2024	CRANE CO. COMMON, PAR VALUE $1.00	10,740	64.78	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/26/2025	CRANE CO. COMMON, PAR VALUE $1.00	14,909	58.47	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/25/2026	CRANE CO. COMMON, PAR VALUE $1.00	24,156	43.57	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/30/2027	CRANE CO. COMMON, PAR VALUE $1.00	12,134	73.9	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/29/2028	CRANE CO. COMMON, PAR VALUE $1.00	8,657	93.4	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/28/2029	CRANE CO. COMMON, PAR VALUE $1.00	11,083	79.14	D
Employee Stock Option (Right to Buy)	⁽⁷⁾	01/27/2030	CRANE CO. COMMON, PAR VALUE $1.00	13,141	83.58	D
Restricted Share Unit	⁽⁸⁾	⁽⁹⁾	CRANE CO. COMMON, PAR VALUE $1.00	2,371	⁽¹⁰⁾	D

Explanation of Responses:

1. Assuming the performance conditions specified in footnote 2 are met, the Performance-Based RSUs will vest on December 31, 2020, provided the recipient remains employed by the Company; or upon the recipient's earlier retirement, death or permanent disability; or upon a change in control of the Company.

2. Each 2018 Performance-Based RSU represents a contingent right to receive a number of shares of Crane Co. common stock between zero and 2.00, depending upon the Total Shareholder Return of Crane Co.'s common stock compared to that of the companies in the S&P MidCap 400 Capital Goods Group during the period beginning January 1, 2018 and ending December 31, 2020.

3. Assuming the performance conditions specified in footnote 4 are met, the Performance-Based RSUS will vest on December 31, 2021, if the recipient remains employed by the Company: or has died or become permanently disabled; or has retired at age 65 (or age 62 with ten years of service) subject to a non-competition condition. In the event of a change in control of the Company, the vesting percentage would be determined as of the date of change in control, although the date of vesting would remain December 31, 2021.

4. Each 2019 Performance-Based RSU represents a contingent right to receive a number of shares of Crane Co. common stock between zero and 2.00, depending upon the Total Shareholder Return of Crane Co.'s common stock compared to that of the companies in the S&P MidCap 400 Capital Goods Group during the period beginning January 1, 2019 and ending December 31, 2021.

5. Assuming the performance conditions specified in footnote 6 are met, the Performance-Based RSUS will vest on December 31, 2022, if the recipient remains employed by the Company: or has died or become permanently disabled; or has retired at age 65 (or age 62 with ten years of service) subject to a non-competition condition. In the event of a change in control of the Company, the vesting percentage would be determined as of the date of change in control, although the date of vesting would remain December 31, 2022.

6. Each 2020 Performance-Based RSU represents a contingent right to receive a number of shares of Crane Co. common stock between zero and 2.00, depending upon the Total Shareholder Return of Crane Co.'s common stock compared to that of the companies in the S&P MidCap 400 Capital Goods Group during the period beginning January 1, 2020 and ending December 31, 2022.

7. Options become exercisable 25% on the first anniversary, 50% on the second anniversary, 75% on the third anniversary and 100% on the fourth anniversary of the date of grant.

8. 25% of the Restricted Share Units granted will be converted into shares of Common Stock on each of the first, second, third and fourth anniversaries of the grant date, provided the recipient remains employed by the Company, or retires after age 65, or after age 62 with ten years of service; all Restricted Share Units will be converted into shares of Common Stock upon death or permanent disability, or if employment is involuntarily terminated within two years after a change in control of the Company.

9. A Restricted Share Unit is forfeited if the recipient resigns, or employment is terminated, before it has been converted to Common Stock.

10. Each Restricted Share Unit represents the right to receive one share of Crane Co. Common Stock if the recipient remains employed by the Company upon expiration of the time-based restrictions, or upon retirement, death, permanent disability, or in the event of a change in control of the Company.

Remarks:

Power of Attorney and Confirming Statement attached.

	Alejandro Acala	05/08/2020
	** 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 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.

Alejandro Alcala Form 3CRANE / Alejandro Alcala ownership change