Statement of Changes in Beneficial Ownership (4)
14 Junho 2022 - 8:13PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
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Pelaez Reyes Jorge |
2. Issuer Name and Ticker or Trading Symbol
FRESH DEL MONTE PRODUCE INC
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FDP
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Central America |
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(Last)
(First)
(Middle)
C/O FRESH DEL MONTE PRODUCE INC., P.O. BOX 149222 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/10/2022 |
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(Street)
CORAL GABLES, FL 33114
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Dividend Equivalent Units | (1) | 6/10/2022 | | A | | 67.697 | | (1) | (1) | Ordinary Shares | 67.697 | $0 | 403.7438 | D | |
| Restricted Stock Units | (2) | | | | | | | (3) | (3) | Ordinary Shares | 400.0 | | 400 | D | |
| Restricted Stock Units | (2) | | | | | | | (4) | (4) | Ordinary Shares | 1008.0 | | 1008 | D | |
| Restricted Stock Units | (2) | | | | | | | (5) | (5) | Ordinary Shares | 1752.0 | | 1752 | D | |
| Performance Stock Units | (6) | | | | | | | (7) | (7) | Ordinary Shares | 3000.0 | | 3000 | D | |
| Performance Stock Units | (6) | | | | | | | (8) | (8) | Ordinary Shares | 2090.0 | | 2090 | D | |
| Performance Stock Units | (6) | | | | | | | (9) | (9) | Ordinary Shares | 2390.0 | | 2390 | D | |
| Explanation of Responses: |
| (1) | Each Dividend Equivalent Unit ("DEU") represents a contingent right to receive one ordinary share of FDP. DEUs are subject to the same restrictions and vesting and/or performance criteria based on the underlying Restricted Stock Units ("RSUs") and/or Performance Stock Units ("PSUs") to which they relate. |
| (2) | The RSUs convert to Ordinary Shares on a one-for-one basis. |
| (3) | RSUs were awarded on 2/20/19 and vest in five equal installments over four years. The remaining vesting of 400 shares will occur on 2/20/23. |
| (4) | RSUs were awarded on 3/2/2020 and vest in five equal installments over four years. The remaining vestings will occur on 3/1/2023 and 3/1/2024. |
| (5) | The RSUs were awarded on 3/1/2021 and vest in three equal installments over three years. The remaining vestings will occur on 3/1/2023 and 3/1/2024. |
| (6) | The PSUs convert to Ordinary Shares on a one-for-one basis. |
| (7) | The PSUs were awarded on 2/20/2019 and subject to meeting minimum performance criteria which was met at 100%. The PSUs vest in three equal annual installments on each of 2/20/2020, 2/20/2021 and 2/20/2021. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment. |
| (8) | The PSUs were awarded on 3/2/2020 and subject to meeting minimum performance criteria which was met at 83%. The PSUs vest in three equal annual installments on each of 3/1/2021, 3/1/2022 and 3/1/2023. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment. |
| (9) | The PSUs were awarded on 3/1/2021 and subject to meeting minimum performance criteria which was met at 91%. Once earned, the PSUs vest in three equal annual installments on each of 3/1/2022, 3/1/2023 and 3/1/2024. PSUs and associated DEUs will settle on the six-month anniversary after termination of employment. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Pelaez Reyes Jorge
C/O FRESH DEL MONTE PRODUCE INC.
P.O. BOX 149222
CORAL GABLES, FL 33114 |
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| VP, Central America |
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Signatures
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| /s/ Effie D. Silva, Attorney-in-Fact for Jorge Pelaez | | 6/14/2022 |
| **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 control number. |
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