Ann Munson Steines - Mar 6, 2023 Form 4 Insider Report for NORDSTROM INC (JWN)

Role
CLO, GC & Corp. Secretary
Signature
Brian B. DeFoe, Attorney-in-Fact for Ann Munson Steines
Stock symbol
JWN
Transactions as of
Mar 6, 2023
Transactions value $
$0
Form type
4
Date filed
3/8/2023, 07:39 PM
Previous filing
Sep 12, 2022
Next filing
Mar 13, 2023

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 JWN Performance Share Units Award $0 +30.7K $0.00 30.7K Mar 6, 2023 Common Stock 30.7K Direct F1, F2
transaction JWN Employee Stock Option (right to buy) Award $0 0 $19.63 0 Mar 6, 2023 Common Stock 0 $19.63 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Performance Share Unit (PSU) represents a contingent right to receive 1 share of the Company's common stock. The PSUs may be earned over a 3-year period from FY 2023 through FY 2025, depending on the achievement of certain metrics. The number of PSUs awarded is a function of base pay, a PSU LTI percentage and the fair value of a PSU. The fair value of a PSU is calculated as the stock price as of the effective date less the present value of Company stock dividends over the vesting period. This calculation requires the input of certain assumptions, including the risk-free interest rate and the expected Company stock dividends. The formula for determining the number of PSUs granted is: number of PSUs = (base pay x PSU LTI%) / PSU fair value. The percentage of PSUs granted that will actually be earned at the end of the three-year period is based upon the Company's cumulative sales and earnings before interest and tax ("EBIT") margin results over the same period.
F2 The minimum percentage of PSUs that can be earned at the end of the three year performance cycle is 75% and the maximum is 150%.
F3 Granted under the issuer's 2019 Equity Incentive Plan, exercisable 50% on March 10, 2026 and 50% on March 10, 2027.
F4 The number of options granted is not known at this time. The number is calculated as a function of certain assumptions, including risk-free interest rate, volatility, expected dividend yield, and expected life. The formula for determining the number of options granted is: (base pay x Option LTI%)/option fair value. This Form 4 will be amended to report the number of options granted when that number has been calculated.