President, North/Canada Div. Gosa James J exercised 3,922 shares at a strike of $37.89, sold $1,277,778 worth of shares (12,734 units at $100.34) and gifted 1,100 shares, decreasing direct ownership by 51% to 9,615 units (SEC Form 4)
$BECN
RETAIL: Building Materials
Consumer Discretionary
| 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
BEACON ROOFING SUPPLY INC [ BECN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/06/2024 | ||||||||||||||||||||||||||
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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 | ||||||
| Common Stock, $0.01 par value | 11/06/2024 | M | 3,922 | A | $37.89 | 23,449(1) | D | |||
| Common Stock, $0.01 par value | 11/06/2024 | S | 3,922 | D | $100.33(2) | 19,527 | D | |||
| Common Stock, $0.01 par value | 11/06/2024 | S | 8,812 | D | $100.35 | 10,715 | D | |||
| Common Stock, $0.01 par value | 11/06/2024 | G | 1,100 | D | $0.00 | 9,615 | D | |||
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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 | ||||||||
| Stock Option (right to buy) | $37.89 | 11/06/2024 | M | 3,922 | 11/20/2016(3) | 11/20/2025 | Common Stock, $0.01 par value | 3,922 | $0.00 | 0.00 | D | ||||
| Explanation of Responses: |
| 1. Amount includes 143 shares acquired under Beacon's 2023 Employee Stock Purchase Plan, which meets the requirements of Section 423 of the Internal Revenue Code, subsequent to the Reporting Person's last Table I disclosure. |
| 2. This transaction was executed in multiple trades at prices ranging from $100.33 USD to $100.36 USD; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes, upon request, to provide to Beacon Roofing Supply, Inc. (the "Issuer"), any security holder of the Issuer, or the Securities and Exchange Commission, full information regarding the number of shares and prices at which the transaction was effected. |
| 3. The stock options were scheduled to vest in three (3) equal annual installments, beginning on this date (the first anniversary of the grant date) and followed by the two subsequent anniversaries of this date. |
| Remarks: |
| /s/ James J. Gosa | 11/08/2024 | |
| ** 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. | ||