Statement of Changes in Beneficial Ownership (4)
November 10 2020 - 4:32PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
*
Patel Hansal N. |
2. Issuer Name and Ticker or Trading Symbol
TIMKEN CO
[
TKR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP, GC, and Secretary |
(Last)
(First)
(Middle)
4500 MT. PLEASANT ST. NW |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/9/2020 |
(Street)
NORTH CANTON, OH 44720
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/9/2020 | | M | | 552 | A | $27.75 | 2803 | D | |
Common Stock | 11/9/2020 | | F | | 91 | D | $68.19 | 2712 | D | |
Common Stock | 11/9/2020 | | S | | 461 | D | $67.75 (1) | 2251 | D | |
Common Stock | 11/9/2020 | | M | | 400 | A | $45.35 | 2651 | D | |
Common Stock | 11/9/2020 | | F | | 37 | D | $68.19 | 2614 | D | |
Common Stock | 11/9/2020 | | S | | 363 | D | $67.88 (2) | 2251 | D | |
Common Stock | 11/9/2020 | | M | | 437 | A | $44.65 | 2688 | D | |
Common Stock | 11/9/2020 | | F | | 41 | D | $68.06 | 2647 | D | |
Common Stock | 11/9/2020 | | S | | 396 | D | $67.42 (3) | 2251 | D | |
Common Stock | 11/9/2020 | | M | | 967 | A | $42.60 | 3218 | D | |
Common Stock | 11/9/2020 | | F | | 100 | D | $68.06 | 3118 | D | |
Common Stock | 11/9/2020 | | S | | 867 | D | $67.44 (4) | 2251 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Employee Stock Option (right to buy) (5) | $27.75 | 11/9/2020 | | M | | | 552 | 2/11/2017 | 2/11/2026 | Common Stock | 552.0 | $0 | 553 | D | |
Employee Stock Option (right to buy) (6) | $45.35 | 11/9/2020 | | M | | | 400 | 2/13/2018 | 2/13/2027 | Common Stock | 400.0 | $0 | 800 | D | |
Employee Stock Option (right to buy) (7) | $44.65 | 11/9/2020 | | M | | | 437 | 2/12/2019 | 2/12/2028 | Common Stock | 437.0 | $0 | 1313 | D | |
Employee Stock Option (right to buy) (8) | $42.6 | 11/9/2020 | | M | | | 967 | 2/12/2020 | 2/12/2029 | Common Stock | 967.0 | $0 | 2903 | D | |
Explanation of Responses: |
(1) | This transaction was executed in multiple trades at the same price of $67.75. |
(2) | This transaction was executed in multiple trades at prices ranging from $67.76 to $67.91. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(3) | This transaction was executed in multiple trades at the same price of $67.42. |
(4) | This transaction was executed in multiple trades at prices ranging from $67.42 to $67.50. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(5) | 552 stock options from 02/11/16 grant of 2,210 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(6) | 400 stock options from 02/13/17 grant of 1,600 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(7) | 437 stock options from 02/12/18 grant of 1,750 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
(8) | 967 stock options from 02/12/19 grant of 3,870 stock options (previously reported) that vested in 25% increments per year from the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Patel Hansal N. 4500 MT. PLEASANT ST. NW NORTH CANTON, OH 44720 |
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| VP, GC, and Secretary |
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Signatures
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/s/ Hansal N. Patel | | 11/10/2020 |
**Signature of Reporting Person | Date |
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