SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Baker-Nel Deena

(Last)

(First)

(Middle)

207 GOODE AVE

(Street)

GLENDALE

91203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2020

3. Issuer Name and Ticker or Trading Symbol
Avery Dennison Corp [ AVY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP & Chief HR Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,829	D
Common Stock (Savings Plan)	1,110.58	I	Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
20I6 RSU Award	12/01/2016⁽¹⁾	12/01/2020	Common Stock	750	0	D
20I7 MSU Award	02/23/2018⁽²⁾	02/23/2021	Common Stock	190	0	D
2018 MSU Award	02/22/2019⁽²⁾	02/22/2022	Common Stock	607	0	D
20I8 PU Award	02/22/2021⁽³⁾	02/22/2021	Common Stock	1,239	0	D
2019 MSU Award	02/28/2020⁽²⁾	02/28/2023	Common Stock	991	0	D
2019 PU Award	02/28/2022⁽⁴⁾	02/28/2022	Common Stock	1,670	0	D
2020 MSU Award	02/27/2021⁽²⁾	02/27/2024	Common Stock	1,641	0	D
2020 PU Award	02/27/2023⁽⁵⁾	02/27/2023	Common Stock	1,432	0	D

Explanation of Responses:

1. Restricted stock units vest in equal installments on the first, second, third and fourth anniversaries of the grant date. Each restricted stock unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.

2. Market-leveraged stock units vest 25% over one-, two-, three- and four-year performance periods, with the number of shares paid on each vesting date based on the Company's absolute total stockholder return, plus dividend equivalents accrued during the vesting period. Each market-leveraged stock unit represents a contingent right to receive one share of Avery Dennison Corporation common stock, plus dividend equivalents.

3. Performance units vest, if at all, at the end of fiscal year 2020, provided certain performance objectives are met as determined by the Compensation Committee in February 2021. Each performance unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.

4. Performance units vest, if at all, at the end of fiscal year 2021, provided certain performance objectives are met as determined by the Compensation Committee in February 2022. Each performance unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.

5. Performance units vest, if at all, at the end of fiscal year 2022, provided certain performance objectives are met as determined by the Compensation Committee in February 2023. Each performance unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.

	/s/ Maribel Cabrera POA for Deena Baker-Nel	09/09/2020
	** 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 5 (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.
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