Jonathan S. Bennett - Jul 16, 2023 Form 4 Insider Report for BEACON ROOFING SUPPLY INC (BECN)

Role: EVP & CCO
Signature: /s/ Jonathan S. Bennett
Stock symbol: BECN
Transactions as of: Jul 16, 2023
Transactions value $: -$47,309
Form type: 4
Date filed: 7/18/2023, 05:29 PM
Previous filing: Jun 5, 2023
Next filing: Feb 1, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BECN	Common Stock, $0.01 par value	Options Exercise	$0	+1.17K	+23.62%	$0.00	6.1K	Jul 16, 2023	Direct
transaction	BECN	Common Stock, $0.01 par value	Tax liability	-$47.3K	-563	-9.23%	$84.03	5.54K	Jul 16, 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	BECN	Restricted Stock Units (RSUs)	Options Exercise	$0	-1.17K	-12.5%	$0.00	8.16K	Jul 16, 2023	Common Stock, $0.01 par value	1.17K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one (1) share of BECN common stock.
F2	These restricted stock units originally consisted of four equal portions, with one portion relating to a performance period of 3/10/2022 to 3/31/2024, one portion relating to a performance period of 3/10/2022 to 3/31/2025 and two portions relating to performance periods of 3/10/2022 to 3/31/2026. Each performance period has a performance goal of a stock price target, based on a rolling 90 calendar day average closing price ($70.00, $82.50, $95.00 and $107.50, respectively). In the event a performance period stock price target is met, half the shares subject to such performance period shall vest immediately and the remaining half of the shares subject to that performance period shall vest on 3/31/2026. On the Transaction Date, the performance period stock price target of $70.00 was met, the number of shares set forth in column 7 vested on that date, and an equal number of shares will vest on 3/31/26.

Content

Each restricted stock unit represents a contingent right to receive one (1) share of BECN common stock.

These restricted stock units originally consisted of four equal portions, with one portion relating to a performance period of 3/10/2022 to 3/31/2024, one portion relating to a performance period of 3/10/2022 to 3/31/2025 and two portions relating to performance periods of 3/10/2022 to 3/31/2026. Each performance period has a performance goal of a stock price target, based on a rolling 90 calendar day average closing price ($70.00, $82.50, $95.00 and $107.50, respectively). In the event a performance period stock price target is met, half the shares subject to such performance period shall vest immediately and the remaining half of the shares subject to that performance period shall vest on 3/31/2026. On the Transaction Date, the performance period stock price target of $70.00 was met, the number of shares set forth in column 7 vested on that date, and an equal number of shares will vest on 3/31/26.