Statement of Changes in Beneficial Ownership (4)
24 September 2021 - 8:47AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
LeMaire Joshua W. |
2. Issuer Name and Ticker or Trading Symbol
Montrose Environmental Group, Inc.
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MEG
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer |
(Last)
(First)
(Middle)
1 PARK PLAZA, SUITE 1000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/21/2021 |
(Street)
IRVINE, CA 92614
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 9/21/2021 | | M | | 21665 | A | $6.03 | 23865 | D | |
Common Stock | 9/21/2021 | | S | | 21665 | D | $60.11 (1) | 2200 | D | |
Common Stock | 9/21/2021 | | M | | 8453 | A | $24.00 | 10653 | D | |
Common Stock | 9/21/2021 | | S | | 8453 | D | $60.10 (2) | 2200 | D | |
Common Stock | 9/21/2021 | | M | | 3677 | A | $31.60 | 5877 | D | |
Common Stock | 9/21/2021 | | S | | 3677 | D | $60.12 (3) | 2200 | D | |
Common Stock | 9/22/2021 | | M | | 2577 | A | $6.03 | 4777 | D | |
Common Stock | 9/22/2021 | | S | | 1596 | D | $61.03 (4) | 3181 | D | |
Common Stock | 9/22/2021 | | S | | 981 | D | $61.89 (5) | 2200 | D | |
Common Stock | 9/22/2021 | | M | | 2477 | A | $24.00 | 4677 | D | |
Common Stock | 9/22/2021 | | S | | 1481 | D | $61.04 (6) | 3196 | D | |
Common Stock | 9/22/2021 | | S | | 996 | D | $61.90 (7) | 2200 | D | |
Common Stock | 9/22/2021 | | M | | 1455 | A | $31.60 | 3655 | D | |
Common Stock | 9/22/2021 | | S | | 961 | D | $61.08 (8) | 2694 | D | |
Common Stock | 9/22/2021 | | S | | 494 | D | $61.95 (9) | 2200 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (Right to Buy) | $6.03 | 9/21/2021 | | M | | | 21665 | (10) | 6/23/2026 | Common Stock | 21665 | $0.00 | 157286 | D | |
Stock Option (Right to Buy) | $24.00 | 9/21/2021 | | M | | | 8453 | (11) | 1/10/2029 | Common Stock | 8453 | $0.00 | 9297 | D | |
Stock Option (Right to Buy) | $31.60 | 9/21/2021 | | M | | | 3677 | (12) | 1/1/2030 | Common Stock | 3677 | $0.00 | 14050 | D | |
Stock Option (Right to Buy) | $6.03 | 9/22/2021 | | M | | | 2577 | (10) | 6/23/2026 | Common Stock | 2577 | $0.00 | 154709 | D | |
Stock Option (Right to Buy) | $24.00 | 9/22/2021 | | M | | | 2477 | (11) | 1/10/2029 | Common Stock | 2477 | $0.00 | 6820 | D | |
Stock Option (Right to Buy) | $31.60 | 9/22/2021 | | M | | | 1455 | (12) | 1/1/2030 | Common Stock | 1455 | $0.00 | 12595 | D | |
Explanation of Responses: |
(1) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.00 to $60.66, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(2) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.00 to $60.66, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(3) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.00 to $60.80, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(4) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.54 to $61.50, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(5) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $61.54 to $62.38, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(6) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.57 to $61.55, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(7) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $61.57 to $62.38, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(8) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $60.60 to $61.57 inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(9) | The price reported in Column 4 is a weighted average price. These shares of common stock of the Issuer were sold in multiple transactions by the Reporting Person at prices ranging from $61.60 to $62.38, inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares of common stock sold at each separate price within the range. |
(10) | 50% of the shares subject to the option vested on July 13, 2017 and the remaining 50% vested on July 13, 2019. |
(11) | 33.33% of the shares subject to the option vested on January 10, 2020, 33.33% vested on January 10, 2021 and the remaining balance will vest on January 10, 2022, subject to the Reporting Person's continued service to the Issuer. |
(12) | 33.33% of the shares subject to the option vested on January 1, 2021, 33.33% will vest on January 1, 2022 and the remaining balance will vest on January 1, 2023, subject to the Reporting Person's continued service to the Issuer. |
Remarks: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
LeMaire Joshua W. 1 PARK PLAZA, SUITE 1000 IRVINE, CA 92614 |
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| Chief Operating Officer |
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Signatures
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/s/ Nasym Afsari, Attorney In Fact | | 9/23/2021 |
**Signature of Reporting Person | Date |
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