SEC FORM 4 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*
Keane Robert S

(Last) (First) (Middle)
CIMPRESS,
95 HAYDEN AVENUE

(Street)
LEXINGTON MA 02421

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CIMPRESS N.V. [ CMPR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) X Other (specify below)
CEO, President / Chairman of Management Board
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2015
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
Ordinary Shares 05/28/2015 M(1)(2)(3) 350,000 A $12.33 513,952(4) I By The Eastern Irrevocable Trust
Ordinary Shares 05/28/2015 F(1) 192,178(5) D $82.04 321,774(4) I By The Eastern Irrevocable Trust
Ordinary Shares 05/28/2015 M(1)(2)(3) 350,000 A $12.33 513,951(4) I By The Western Irrevocable Trust
Ordinary Shares 05/28/2015 F(1) 192,178(5) D $82.04 321,773(4) I By The Western Irrevocable Trust
Ordinary Shares 05/29/2015 S 4,941 D $81.52(6) 316,833(4) I By The Eastern Irrevocable Trust
Ordinary Shares 05/29/2015 S 7,059 D $82.06(7) 309,774(4) I By The Eastern Irrevocable Trust
Ordinary Shares 05/29/2015 S 4,800 D $81.51(6) 316,973(4) I By The Western Irrevocable Trust
Ordinary Shares 05/29/2015 S 7,200 D $82.03(8) 309,773(4) I By The Western Irrevocable Trust
Ordinary Shares 88,375 I By RHS Holdings Incorporated
Ordinary Shares 51,900 I By Delaware 2001 Investment Trust
Ordinary Shares 440,000 I By First Delaware 2003 Investment Trust
Ordinary Shares 440,000 I By Second Delaware 2003 Investment Trust
Ordinary Shares 185,000 I By Third Delaware 2011 Investment Trust
Ordinary Shares 84,181 I By The Keane Family Foundation
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
Option (right to buy) $12.33 05/28/2015 M(1)(2) 350,000 05/01/2006(9) 05/31/2015 Ordinary Shares 350,000 $0.00 0 I By The Eastern Irrevocable Trust
Option (right to buy) $12.33 05/28/2015 M(1)(2) 350,000 05/01/2006(9) 05/31/2015 Ordinary Shares 350,000 $0.00 0 I By The Western Irrevocable Trust
Explanation of Responses:
1. This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on September 12, 2014.
2. Option exercised in full due to expiration on May 31, 2015.
3. Additional information on this transaction and the expected impact on Compress N.V.'s financial results can be found at ir.cimpress.com.
4. Includes 88,375 shares held by RHS Holdings Incorporated, of which The Eastern Irrevocable Trust and The Western Irrevocable Trust are the sole shareholders.
5. Of the 192,178 shares forfeited, 52,602 shares were forfeited as payment of the exercise price and 139,576 shares were forfeited as payment of the withholding taxes.
6. The price range for sales of these shares was between $80.88 and $81.87 per share. Upon appropriate request, the reporting person will provide full information regarding the number of shares sold at each separate price.
7. The price range for sales of these shares was between $81.88 and $82.36 per share. Upon appropriate request, the reporting person will provide full information regarding the number of shares sold at each separate price.
8. The price range for sales of these shares was between $81.88 and $82.31 per share. Upon appropriate request, the reporting person will provide full information regarding the number of shares sold at each separate price.
9. This option became exercisable as to 25% of the original number of shares on the Exercisable Date shown on Table II, and as to an additional 6.25% of the original number of shares at the end of each successive three-month period thereafter.
Remarks:
/s/Kathryn L. Leach, as attorney-in-fact for Robert S. Keane 06/01/2015
** 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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