Crane NXT (CXT) Form 4 Crane / MAX H MITCHELL 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^*

MITCHELL MAX H

(Last) (First) (Middle)

100 FIRST STAMFORD PLACE

(Street)

STAMFORD CT 06902-6784

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Crane Holdings, Co. [ CR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2023

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
CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	02/07/2023		M		2,634(1)	A	$0	361,344	D
CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	02/07/2023		F		1,221	D	$120.17	360,123	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
2023 Performance-Based Restricted Share Unit	(2)	02/06/2023		A		24,626		(3)	(3)	CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	24,626	$0	24,626	D
Employee Stock Option (Right to Buy)	$119.71	02/06/2023		A		31,552		(4)	02/06/2033	CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	31,552	$0	31,552	D
Restricted Share Unit	(5)	02/06/2023		A		8,955		(6)	(7)	CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	8,955	$0	25,984	D
Restricted Share Unit	(5)	02/07/2023		M			2,634	(6)	(6)	CRANE HOLDINGS, CO. COMMON, PAR VALUE $1.00	2,634	$0	23,350	D

Explanation of Responses:

1. Represents vesting of 2,634 previously reported Restricted Share Units.

2. Each 2023 Performance-Based RSU represents a contingent right to receive a number of shares of Crane Holdings, Co. common stock between zero and 2.00.

3. 2023 Performance-Based RSUs vest on December 31, 2025, if Crane Holdings, Co.'s common stock achieves certain performance criteria for each fiscal year over the three years ending December 31, 2025, and contingent on continued employment with Crane Holdings, Co., subject to certain exceptions.

4. 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.

5. Restricted Share Units convert into common stock on a one-for-one basis.

6. Restricted Share Units vest ratably in four equal installments beginning on the first anniversary of the grant date.

7. Restricted Share Units are forfeited if the recipient resigns, or employment is terminated, before it has been converted to common stock.

Remarks:

	Attorney In Fact, Anthony M. D'Iorio	02/08/2023
	** 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).
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