Michael Wray - 31 Mar 2023 Form 4 Insider Report for NORTHWEST PIPE CO (NWPX)

Role
SVP/GM, Precast Infrastructure
Signature
/s/ Michael Wray
Issuer symbol
NWPX
Transactions as of
31 Mar 2023
Net transactions value
-$67,863
Form type
4
Filing time
04 Apr 2023, 16:16:10 UTC
Previous filing
18 Jan 2023
Next filing
11 Apr 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWPX Common Stock Options Exercise +1,491 +22% 8,391 31 Mar 2023 Direct F1
transaction NWPX Common Stock Tax liability $18,301 -586 -7% $31.23 7,805 31 Mar 2023 Direct F2
transaction NWPX Common Stock Options Exercise +1,182 +15% 8,987 31 Mar 2023 Direct F1
transaction NWPX Common Stock Tax liability $14,522 -465 -5.2% $31.23 8,522 31 Mar 2023 Direct F2
transaction NWPX Common Stock Options Exercise +2,853 +33% 11,375 31 Mar 2023 Direct F1
transaction NWPX Common Stock Tax liability $35,040 -1,122 -9.9% $31.23 10,253 31 Mar 2023 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NWPX Performance Shares Options Exercise -938 -10% 8,360 31 Mar 2023 Common Stock 1,491 Direct F3, F4
transaction NWPX Performance Shares Options Exercise -938 -11% 7,422 31 Mar 2023 Common Stock 1,182 Direct F3, F5
transaction NWPX Performance Shares Options Exercise -2,161 -29% 5,261 31 Mar 2023 Common Stock 2,853 Direct F3, F6
holding NWPX Restricted Stock 1,754 31 Mar 2023 Common Stock Direct F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares acquired pursuant to the vesting of Performance Shares.
F2 Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy.
F3 Performance Shares vest in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total EBITDA margin over the measurement period.
F4 Performance Shares vest in installments as follows: 1/3 March 31, 2021, 1/3 on March 31, 2022 and 1/3 on March 31, 2023.
F5 Performance Shares vest in installments as follows: 1/3 on March 31, 2022, 1/3 on March 31, 2023 and 1/3 on April 1, 2024.
F6 Performance Shares vest in installments as follows: 1/3 on March 31, 2023, 1/3 on April 1, 2024 and 1/3 on March 31, 2025.
F7 Each Restricted Stock Unit represents a contingent right to receive one share of Northwest Pipe Company common stock.
F8 The Restricted Stock Units vest in installments in January of 2024 and 2025.