DAWN N. EDWARDS - 17 Dec 2024 Form 4 Insider Report for BARNES GROUP INC

Signature
Dawn N. Edwards by Daniela Rivera under Power of Attorney
Issuer symbol
N/A
Transactions as of
17 Dec 2024
Net transactions value
-$63,385
Form type
4
Filing time
19 Dec 2024, 16:57:01 UTC
Previous filing
18 Dec 2024
Next filing
03 Jan 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction B Common Stock Options Exercise $282,240 +6,000 +6% $47.04 105,833 17 Dec 2024 Direct F1, F2
transaction B Common Stock Tax liability $282,643 -5,992 -5.7% $47.17 99,841 17 Dec 2024 Direct F2, F3
transaction B Common Stock Options Exercise $262,450 +5,800 +5.8% $45.25 105,641 17 Dec 2024 Direct F1, F2
transaction B Common Stock Tax liability $267,643 -5,674 -5.4% $47.17 99,967 17 Dec 2024 Direct F2, F3
transaction B Common Stock Options Exercise $269,640 +6,000 +6% $44.94 105,967 17 Dec 2024 Direct F1, F2
transaction B Common Stock Tax liability $275,850 -5,848 -5.5% $47.17 100,119 17 Dec 2024 Direct F2, F3
transaction B Common Stock Options Exercise $308,563 +8,900 +8.9% $34.67 109,019 17 Dec 2024 Direct F1, F2
transaction B Common Stock Tax liability $360,143 -7,635 -7% $47.17 101,384 17 Dec 2024 Direct F2, F3
holding B Common Stock 20,391 17 Dec 2024 by Company's 401(k) Plan 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 B Employee Stock Option-Right to Buy Options Exercise $0 -6,000 -100% $0.000000 0 17 Dec 2024 Common Stock 6,000 $47.04 Direct F4
transaction B Employee Stock Option-Right to Buy Options Exercise $0 -5,800 -100% $0.000000 0 17 Dec 2024 Common Stock 5,800 $45.25 Direct F4
transaction B Employee Stock Option-Right to Buy Options Exercise $0 -6,000 -100% $0.000000 0 17 Dec 2024 Common Stock 6,000 $44.94 Direct F4
transaction B Employee Stock Option-Right to Buy Options Exercise $0 -8,900 -100% $0.000000 0 17 Dec 2024 Common Stock 8,900 $34.67 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the exercise of stock options granted on 2/8/2017, 2/10/2022, 2/9/2023, and 2/8/2024, respectively, that otherwise would have been canceled in exchange for the merger consideration less the applicable exercise price for each underlying share upon the closing of the transactions contemplated 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 exercise prices and income tax and remittance obligations of the reporting person in connection with the exercise described above.
F4 The options vested 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/8/2017, 2/10/2022, 2/9/2023, and 2/8/2024 grant date, respectively.