Amendment: President Siegel Daniel received a gift of 3,334 shares, covered exercise/tax liability with 6,219 shares and was granted 32,000 shares, increasing direct ownership by 7% to 413,693 units (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). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LIFETIME BRANDS, INC [ LCUT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/07/2025 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 03/11/2025 |
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 | ||||||
Common Stock | 03/08/2025 | F | 1,487(1) | D | $5.18 | 386,425 | D | |||
Common Stock | 03/08/2025 | F | 1,577(2) | D | $5.18 | 384,848 | D | |||
Common Stock | 03/08/2025 | F | 1,803(3) | D | $5.18 | 383,045 | D | |||
Common Stock | 03/09/2025 | F | 1,352(4) | D | $5.18 | 381,693 | D | |||
Common Stock | 03/11/2025 | A | 32,000(5)(6) | A | $0 | 413,693 | D | |||
Common Stock | 8,400 | I | Spouse | |||||||
Common Stock | 03/07/2025 | G | 3,334(7) | A | $0(8) | 6,734(9) | I | Custodian for son | ||
Common Stock | 3,400(10) | I | Custodian for son |
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 |
Explanation of Responses: |
1. Payment of tax liability by withholding Common Stock incident to the vesting of 4,125 restricted stock. The restricted shares were granted on March 8, 2022 and vest 25% per year in four equal installments on each of March 8, 2023, March 8, 2024, March 8, 2025, and March 8, 2026. |
2. Payment of tax liability by withholding Common Stock incident to the vesting of 4,375 restricted stock. The restricted shares were granted on March 8, 2023 and vest 25% per year in four equal installments on each of March 8, 2024, March 8, 2025, March 8, 2026, and March 8, 2027. |
3. Payment of tax liability by withholding Common Stock incident to the vesting of 5,000 restricted stock. The restricted shares were granted on March 8, 2024 and vest 25% per year in four equal installments on each of March 8, 2025, March 8, 2026, March 8, 2027, and March 8, 2028. |
4. Payment of tax liability by withholding Common Stock incident to the vesting of 3,750 restricted stock. The restricted shares were granted on March 9, 2021 and vest 25% per year in four equal installments on each of March 9, 2022, March 9, 2023, March 9, 2024, and March 9, 2025. |
5. The restricted stock was granted on March 11, 2025 pursuant to the Company's Amended and Restated 2000 Long-Term Incentive Plan and vests 25% per year in four equal annual installments commencing on the first anniversary of the date of grant. |
6. The restricted stock granted on March 11, 2025 has been revised as follows: (i) in Box 4, revised to 32,000 shares from 22,000 shares; and (ii) in Box 5, revised to 413,693 shares from 403,693 shares. Refer to the Remarks section for further details. |
7. Bona fide gift made to the child of the reporting person on March 7, 2025. The reporting person disclaims any pecuniary interest in the accounts' assets or the donated shares. |
8. No price is given due to the fact that the acquisition of shares represents a bona fide gift. |
9. Uniform Transfer to Minors Act Custodian for Child 1 |
10. Uniform Transfer to Minors Act Custodian for Child 2 |
Remarks: |
The purpose of this amendment is to correct the number of restricted stock granted to the Reporting Person on March 11, 2025, which were originally reported by the Reporting Person on a Form 4 filed on March 11, 2025 (the "Original Form 4"). The number of restricted stock granted reported in the fifth row of Table I of the Original Form 4 have been revised as follows: (i) in Box 4, revised to 32,000 shares from 22,000 shares; and (ii) in Box 5, revised to 413,693 shares from 403,693 shares. There are no other changes to the Original Form 4. |
/s/ Sara Shindel, attorney-in-fact for Daniel Siegel | 03/17/2025 | |
** 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. |