Matthew E. Mccabe Form 3 AGILITI / MATTHEW E. MCCABE 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^*

MCCABE MATTHEW E.

(Last) (First) (Middle)

C/O AGILITI, INC.

6625 WEST 78TH STREET, SUITE 300

(Street)

MINNEAPOLIS MN 55439

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/23/2021

3. Issuer Name and Ticker or Trading Symbol
AGILITI, INC. \DE [ AGTI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP of Finance & Treasurer

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, $0.0001 par value	29,658	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
Options (Right to Buy)	(1)	11/04/2024	Common Stock, $0.0001 par value	18,390	2.13	D
Options (Right to Buy)	(2)	03/06/2029	Common Stock, $0.0001 par value	13,934	6.27	D
Options (Right to Buy)	(3)	03/06/2029	Common Stock, $0.0001 par value	41,802	6.27	D
Options (Right to Buy)	(4)	03/06/2030	Common Stock, $0.0001 par value	14,288	8.25	D

Explanation of Responses:

1. These options were granted under Agiliti, Inc.'s 2007 Stock Option Plan on January 4, 2019. These options fully vested on the date of grant.

2. These options were granted under Agiliti, Inc.'s 2018 Omnibus Incentive Plan on March 6, 2019. These options vest ratably on an annual basis over a three-year period.

3. These options were granted under Agiliti, Inc.'s 2018 Omnibus Incentive Plan on March 6, 2019. These options vest ratably on an annual basis over a four-year period.

4. These options were granted under Agiliti, Inc.'s 2018 Omnibus Incentive Plan on March 6, 2020. These options vest ratably on an annual basis over a three-year period.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Lee M. Neumann, by power of attorney	04/23/2021
	** 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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