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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
Wells Jay

(Last) (First) (Middle)
4221 WEST BOY SCOUT BOULEVARD

(Street)
TAMPA FL 33607

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Primo Water Corp /CN/ [ PRMW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CFO
3. Date of Earliest Transaction (Month/Day/Year)
05/10/2021
4. 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 Acquired, Disposed of, or Beneficially Owned
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 Shares 05/10/2021 S(1) 200 D $17 210,251 D
Common Shares 05/10/2021 M 400 A $9.29 210,651 D
Common Shares 05/10/2021 S(1) 400 D $17 210,251 D
Common Shares 05/14/2021 S(1) 37,600 D $17.17(2) 172,651 D
Common Shares 05/14/2021 M 2,909 A $9.29 175,560 D
Common Shares 05/14/2021 S(1) 2,909 D $17.13 172,651 D
Common Shares 05/14/2021 M 52,734 A $8 225,385 D
Common Shares 05/14/2021 S(1) 52,734 D $17.16(3) 172,651 D
Common Shares 05/14/2021 M 47,093 A $9.25 219,744 D
Common Shares 05/14/2021 S(1) 47,093 D $17.23(4) 172,651 D
Common Shares 05/14/2021 M 20,184 A $11.22 192,835 D
Common Shares 05/14/2021 S(1) 20,184 D $17.3(5) 172,651 D
Common Shares 05/17/2021 M 132,054 A $11.22 304,705 D
Common Shares 05/17/2021 S(1) 132,054 D $17.34(6) 172,651 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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) $9.29 05/10/2021 M 400 (7) 05/02/2023 Common Shares 400 $0.00 2,909 D
Stock Option (right to buy) $9.29 05/14/2021 M 2,909 (7) 05/02/2023 Common Shares 2,909 $0.00 0 D
Stock Option (right to buy) $8 05/14/2021 M 52,734 (7) 02/13/2024 Common Shares 52,734 $0.00 0 D
Stock Option (right to buy) $9.25 05/14/2021 M 47,093 (7) 02/25/2025 Common Shares 47,093 $0.00 0 D
Stock Option (right to buy) $11.22 05/14/2021 M 20,184 (7) 02/19/2026 Common Shares 20,184 $0.00 177,590 D
Stock Option (right to buy) $11.22 05/17/2021 M 132,054 (7) 02/19/2026 Common Shares 132,054 $0.00 45,536 D
Explanation of Responses:
1. Sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 12, 2021.
2. The price in column 4 reflects the weighted average price of 37,600 common shares sold in multiple transactions on May 14, 2021 with sale prices ranging from $17.00 to $17.24 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
3. The price in column 4 reflects the weighted average price of 52,734 common shares sold in multiple transactions on May 14, 2021 with sale prices ranging from $17.00 to $17.20 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
4. The price in column 4 reflects the weighted average price of 47,093 common shares sold in multiple transactions on May 14, 2021 with sale prices ranging from $17.20 to $17.28 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
5. The price in column 4 reflects the weighted average price of 20,184 common shares sold in multiple transactions on May 14, 2021 with sale prices ranging from $17.28 to $17.33 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
6. The price in column 4 reflects the weighted average price of 132,054 common shares sold in multiple transactions on May 17, 2021 with sale prices ranging from $17.21 to $17.45 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
7. Fully vested.
Remarks:
/s/ Marni Morgan Poe, Attorney-in-Fact 05/18/2021
** 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.