Hansbart Wijnand - 03 Jan 2022 Form 4 Insider Report for TEMPUR SEALY INTERNATIONAL, INC. (SGI)

Role: EVP, INTERNATIONAL
Signature: /s/ Bhaskar Rao, Attorney-in-Fact
Issuer symbol: SGI
Transactions as of: 03 Jan 2022
Net transactions value: -$351,776
Form type: 4
Filing time: 05 Jan 2022, 15:09:10 UTC
Previous filing: 05 Jan 2022
Next filing: 06 Jan 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TPX	Common Stock	Options Exercise	$0	+14,040		$0.000000	14,040	03 Jan 2022	Direct	F1
transaction	TPX	Common Stock	Tax liability	$312,727	-6,599	-47%	$47.39	7,441	03 Jan 2022	Direct
transaction	TPX	Common Stock	Options Exercise	$0	+1,752	+24%	$0.000000	9,193	03 Jan 2022	Direct	F1
transaction	TPX	Common Stock	Tax liability	$39,049	-824	-9%	$47.39	8,369	03 Jan 2022	Direct

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	TPX	Performance Restricted Stock Units	Options Exercise	$0	-14,040	-33%	$0.000000	28,032	03 Jan 2022	Common Stock	14,040	$0.000000	Direct	F1, F2
transaction	TPX	Restricted Stock Units	Options Exercise	$0	-1,752	-33%	$0.000000	3,504	03 Jan 2022	Common Stock	1,752	$0.000000	Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Performance restricted stock units and restricted stock units convert into common stock on a one-for-one basis.
F2	On February 4, 2021, the Compensation Committee of the Board of Directors determined that the maximum performance condition for the performance restricted stock units (PRSUs) granted on January 3, 2020 was achieved. The PRSUs vest in approximately three equal installments on January 3, 2022, 2023 and 2024 and have been adjusted to reflect the 4-for-1 stock split, which occurred on November 24, 2020.
F3	On January 3, 2020, the reporting person was granted 7,012 restricted stock units (RSUs). Pursuant to the award agreement, one installment of 1,756 RSUs vested and were distributed to the reporting person on January 3, 2021. The remaining three installments of 1,752 RSUs each vest on January 3, 2022, 2023 and 2024, respectively. The RSUs have been adjusted to reflect the 4-for-1 stock split, which occurred on November 24, 2020.