Scott L. Thompson - Feb 17, 2023 Form 4 Insider Report for TEMPUR SEALY INTERNATIONAL, INC. (TPX)

Signature
/s/ Bhaskar Rao, Attorney-in-Fact
Stock symbol
TPX
Transactions as of
Feb 17, 2023
Transactions value $
-$369,270
Form type
4
Date filed
2/22/2023, 03:05 PM
Previous filing
Jan 6, 2023
Next filing
Aug 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TPX Common Stock Options Exercise $0 +35.5K +1.34% $0.00 2.69M Feb 17, 2023 Direct F1
transaction TPX Common Stock Tax liability -$369K -8.65K -0.32% $42.70 2.69M Feb 17, 2023 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 Award $0 +71K $0.00 71K Feb 17, 2023 Common Stock 71K $0.00 Direct F2
transaction TPX Performance Restricted Stock Units Options Exercise $0 -35.5K -50% $0.00 35.5K Feb 17, 2023 Common Stock 35.5K $0.00 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance restricted stock units convert into common stock on a one-for-one basis.
F2 On January 4, 2022, the reporting person was granted a target number of performance shares, with the payout from 0 to 300% of target based on the Company's adjusted EBITDA, Relative TSR Percentile and qualitative ESG performance. The Compensation Committee of the Board of Directors determined the payout for each metric on February 17, 2023 resulting in the reported number of performance shares received. Approximately one-half of the PRSUs vested on February 17, 2023 and the balance will vest on January 4, 2024.