SEC Form 4: Anderson Scott T exercised 16,501 shares at a strike of $20.16, sold $862,456 worth of shares (16,501 units at $52.27) and sold $478,486 worth of Class B Common Stock (9,000 units at $53.17), increasing direct ownership by 2,078% to 121,893 units
$RUSHA
Retail-Auto Dealers and Gas Stations
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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RUSH ENTERPRISES INC \TX\ [ RUSH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/22/2021 | ||||||||||||||||||||||||||
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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 | ||||||
| Class A Common Stock | 10/22/2021 | M | 6,499 | A | $11.76 | 12,095.5521(1) | D | |||
| Class A Common Stock | 10/22/2021 | S | 6,499 | D | $52.2669(2) | 5,596.5521(1) | D | |||
| Class A Common Stock | 10/22/2021 | M | 5,000 | A | $22.59 | 10,596.5521(1) | D | |||
| Class A Common Stock | 10/22/2021 | S | 5,000 | D | $52.2669(2) | 5,596.5521(1) | D | |||
| Class A Common Stock | 10/22/2021 | M | 5,002 | A | $28.66 | 10,598.5521(1) | D | |||
| Class A Common Stock | 10/22/2021 | S | 5,002 | D | $52.2669(2) | 5,596.5521(1) | D | |||
| Class B Common Stock | 10/25/2021 | S | 9,000 | D | $53.1651(3) | 121,892.968(1) | 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 | ||||||||
| Option (right to buy) | $11.76 | 10/22/2021 | M | 6,499 | (4) | 03/15/2026 | Class A Common Stock | 6,499 | $0 | 0 | D | ||||
| Option (right to buy) | $22.59 | 10/22/2021 | M | 5,000 | (4) | 03/15/2027 | Class A Common Stock | 5,000 | $0 | 4,999 | D | ||||
| Option (right to buy) | $28.66 | 10/22/2021 | M | 5,002 | (4) | 03/15/2028 | Class A Common Stock | 5,002 | $0 | 9,998 | D | ||||
| Explanation of Responses: |
| 1. Includes certain shares included in the Rush Enterprises, Inc. Deferred Compensation Plan. |
| 2. This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.67 to $52.80. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 3. This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.15 to $53.70. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 4. Options may be exercised in increments of 1/3 on each anniversary of the grant date beginning on the third anniversary of the grant date. The grant date is ten years prior to the expiration date. |
| Steven L. Keller, Attorney in Fact for Scott T. Anderson | 10/26/2021 | |
| ** 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. | ||