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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | $ 0 (1) | 03/12/2024 | A | 24,525 | (2) | (2) | Common Stock | 24,525 | $ 0 | 24,525 | D | ||||
| Common Stock Options | $ 37.64 | 03/12/2024 | A | 21,966 | 03/12/2025(3) | 03/11/2034 | Common Stock | 21,966 | $ 0 | 21,996 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Foust Warren 25651 ATLANTIC OCEAN DRIVE LAKE FOREST, CA 92630 |
Chief Operating Officer | |||
| /s/ Nathaniel Sisitsky as attorney-in-fact for Warren Foust | 03/13/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each restricted stock unit (RSU) represents the right to receive one share of the Corporation's common stock upon vesting. |
| (2) | RSUs granted to the Reporting Person on March 12, 2024. RSUs will vest as to 1/3 (8,175 shares) on March 12, 2025, 1/3 (8,175 shares) on March 12, 2026, and 1/3 (8,175 shares) on March 12, 2027. |
| (3) | Stock options granted to the Reporting Person on March 12, 2024. Options will vest and become exercisable as to 1/3 (7,322 shares) on March 12, 2025, with the remaining 2/3 (14,644 shares) vesting and becoming exercisable monthly over the following 24 months in equal amounts on a monthly basis. In the event such amount does not evenly divide into 24 months, the remaining balance of options will vest and become exercisable on March 12, 2027. |