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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CIMPRESS N.V. [ CMPR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/28/2017 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | 04/28/2017 | M(1)(2)(3) | 71,809 | A | $37.51 | 383,503(4) | I | By The Eastern Irrevocable Trust | ||
Ordinary Shares | 04/28/2017 | F(1) | 50,272(5) | D | $82.08 | 333,231(4) | I | By The Eastern Irrevocable Trust | ||
Ordinary Shares | 04/28/2017 | M(1)(2)(3) | 71,809 | A | $37.51 | 383,502(4) | I | By The Western Irrevocable Trust | ||
Ordinary Shares | 04/28/2017 | F(1) | 50,272(5) | D | $82.08 | 333,230(4) | I | By The Western Irrevocable Trust | ||
Ordinary Shares | 63,375 | I | By RHS Holdings Incorporated | |||||||
Ordinary Shares | 51,900 | I | By Delaware 2001 Investment Trust | |||||||
Ordinary Shares | 390,000 | I | By First Delaware 2003 Investment Trust | |||||||
Ordinary Shares | 390,000 | I | By Second Delaware 2003 Investment Trust | |||||||
Ordinary Shares | 185,000 | I | By Third Delaware 2011 Investment Trust | |||||||
Ordinary Shares | 74,181 | I | By The Keane Family Foundation |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | $37.51 | 04/28/2017 | M(1)(2) | 71,809 | 05/15/2008(6) | 05/15/2017 | Ordinary Shares | 71,809 | $0.00 | 0 | I | By The Eastern Irrevocable Trust | |||
Option (right to buy) | $37.51 | 04/28/2017 | M(1)(2) | 71,809 | 05/15/2008(6) | 05/15/2017 | Ordinary Shares | 71,809 | $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 May 5, 2016. |
2. Option exercised in full due to expiration on May 15, 2017. |
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 63,375 shares held by RHS Holdings Incorporated, of which The Eastern Irrevocable Trust and The Western Irrevocable Trust are the sole shareholders. |
5. Of the 50,272 shares forfeited, 32,816 shares were forfeited as payment of the exercise price and 17,456 shares were forfeited as payment of the withholding taxes. |
6. 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 | 05/01/2017 | |
** 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). | ||
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. |