Dawn N. Edwards - Dec 16, 2024 Form 4 Insider Report for BARNES GROUP INC (B)

Role
SVP, Human Resources
Signature
Dawn N. Edwards by Daniela Rivera under Power of Attorney
Stock symbol
B
Transactions as of
Dec 16, 2024
Transactions value $
-$513,735
Form type
4
Date filed
12/18/2024, 04:57 PM
Previous filing
Nov 5, 2024
Next filing
Dec 19, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction B Common Stock Award $0 +4.8K +5.5% $0.00 92K Dec 16, 2024 Direct F1, F2
transaction B Common Stock Tax liability -$105K -2.23K -2.42% $47.11 89.8K Dec 16, 2024 Direct F2, F3
transaction B Common Stock Award $0 +5.3K +5.9% $0.00 95.1K Dec 16, 2024 Direct F1, F2
transaction B Common Stock Tax liability -$116K -2.46K -2.58% $47.11 92.6K Dec 16, 2024 Direct F2, F3
transaction B Common Stock Award $0 +13.4K +14.49% $0.00 106K Dec 16, 2024 Direct F1, F2
transaction B Common Stock Tax liability -$293K -6.22K -5.87% $47.11 99.8K Dec 16, 2024 Direct F2, F3
holding B Common Stock 20.4K Dec 16, 2024 by Company's 401(k) Plan
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the accelerated vesting of Performance Share Awards that were scheduled to vest on February 10, 2025, February 9, 2026, and February 8, 2027, respectively, and that otherwise would have vested upon the closing of the transactions contemplated by the Agreement and Plan of Merger, dated October 6, 2024, by and among Barnes Group Inc., Goat Holdco, LLC and Goat Merger Sub, Inc. (the Merger Agreement), for the purpose of mitigating potential adverse tax consequences under Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, in connection with the consummation of the transactions contemplated by the Merger Agreement.
F2 Includes balances of 920 Restricted Stock Units ("RSUs") granted 2/10/2022, 2,085 RSUs granted 2/9/2023, and 4,900 RSUs granted 2/8/2024, that are subject to forfeiture if certain events occur, and are payable in shares of common stock on or as soon as practicable following the applicable vesting date. Also includes 348.90 shares acquired under a dividend reinvestment plan on September 10, 2024.
F3 Reflects shares withheld to satisfy income tax and remittance obligations of the reporting person in connection with the acceleration described above.