SEC Form 4: SMITH CLARENCE H exercised 4,090 units of Common Stock at a strike of $0.00 and disposed of $86,545 worth of Common Stock (1,856 units at $46.63), increasing direct ownership by 9% to 27,135 units
$HVT
Other Specialty Stores
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
HAVERTY FURNITURE COMPANIES INC [ HVT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/08/2021 | ||||||||||||||||||||||||||
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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 | ||||||
| Common Stock | 05/08/2021 | M | 645 | A | $0 | 25,546 | D | |||
| Common Stock | 05/08/2021 | M | 725 | A | $0 | 26,271 | D | |||
| Common Stock | 05/08/2021 | M | 2,720 | A | $0 | 28,991 | D | |||
| Common Stock | 05/08/2021 | F | 1,856 | D | $46.63 | 27,135 | D | |||
| Common Stock | 29,689 | I | By Spouse | |||||||
| Common Stock | 7,850 | I | By Georgia Limited Partnership | |||||||
| Class A Common Stock | 112,036 | D | ||||||||
| Class A Common Stock | 1,950 | I | By Spouse | |||||||
| Class A Common Stock | 603,497 | I | By Villa Clare, LP | |||||||
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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 | ||||||||
| RSUs 2018 | (1) | 05/08/2021 | M | 645 | (1) | (1) | Common Stock | 645 | $0 | 645 | D | ||||
| RSUs 2019 | (2) | 05/08/2021 | M | 725 | (2) | (2) | Common Stock | 725 | $0 | 1,450 | D | ||||
| RSUs 2020 | (3) | 05/08/2021 | M | 2,720 | (3) | (3) | Common Stock | 2,720 | $0 | 5,280 | D | ||||
| Phantom Stock | $0 | 05/10/2021 | A | 282 | (4) | (4) | Common Stock | 282 | $46.63 | 5,001 | D | ||||
| RSUs 2021 | (5) | (5) | (5) | Common Stock | 6,670 | 6,670 | D | ||||||||
| PRSUs 2019 | (6) | (6) | (6) | Common Stock | 8,477 | 8,477 | D | ||||||||
| PRSUs 2020 | (7) | (7) | (7) | Common Stock | 44,800 | 44,800 | D | ||||||||
| PRSUs 2020.1 | (8) | (8) | (8) | Common Stock | 7,680 | 7,680 | D | ||||||||
| Explanation of Responses: |
| 1. Restricted Stock Units ("RSUs") award granted 1/30/2018 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2019. Each RSU is equivalent to one share of common stock upon vesting. |
| 2. Restricted Stock Units ("RSUs") award granted 1/31/2019 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2020. Each RSU is equivalent to one share of common stock upon vesting. |
| 3. Restricted Stock Units granted 1/23/2020 and vest ratably over 3 years beginning 5/8/2021. Each RSU is equivalent to one share of common stock upon vesting. |
| 4. Deferred under Directors' Deferred Compensation Plan. Settlement will occur upon the earlier to occur of (i) termination of service on the Board of Directors, or (ii) death. |
| 5. Restricted Stock Units granted 1/21/2021 and vest ratably over 3 years beginning 5/8/2022. Each RSU is equivalent to one share of common stock upon vesting. |
| 6. Performance Restricted Stock Units ("PRSUs") award granted 1/31/2019. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on EBITDA for the year ended December 31, 2019 and will vest on February 28, 2022. |
| 7. Performance Restricted Stock Units ("PRSUs") award granted 1/23/2020. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on EBITDA for the year ended December 31, 2020 and will vest on February 28, 2023. |
| 8. Performance Restricted Stock Units ("PRSUs") award granted 1/23/2020. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on comparable store sales for the year ended December 31, 2020 and will vest on February 28, 2023. |
| Jenny H. Parker, Attorney-in-Fact | 05/11/2021 | |
| ** 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. | ||