Sec Form 3 Filing - HOVORKA LUKAS @ BARNES GROUP INC - 2021-03-01

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HOVORKA LUKAS
2. Issuer Name and Ticker or Trading Symbol
BARNES GROUP INC [ B]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Corporate Development
(Last) (First) (Middle)
BARNES GROUP INC., 123 MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2021
(Street)
BRISTOL, CT06010
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 26,898 ( 1 ) D
Common Stock 7,677.44 I By Company's 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Employee Stock Option-Right to Buy $ 37.13 ( 2 ) 02/12/2024 Common Stock 3,400 D
Employee Stock Option-Right to Buy $ 36.31 ( 3 ) 02/11/2025 Common Stock 4,100 D
Employee Stock Option-Right to Buy $ 30.71 ( 4 ) 02/10/2026 Common Stock 4,800 D
Employee Stock Option-Right to Buy $ 47.04 ( 5 ) 02/08/2027 Common Stock 4,000 D
Employee Stock Option-Right to Buy $ 59.28 ( 6 ) 02/08/2028 Common Stock 4,000 D
Employee Stock Option-Right to Buy $ 60.72 ( 7 ) 02/13/2029 Common Stock 3,500 D
Employee Stock Option-Right to Buy $ 66.1 ( 8 ) 02/13/2030 Common Stock 3,400 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HOVORKA LUKAS
BARNES GROUP INC.
123 MAIN STREET
BRISTOL, CT06010
SVP, Corporate Development
Signatures
Patricia A. Bradley, pursuant to a Power of Attorney 03/03/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes the following balances of Restricted Stock Units ("RSUs") that are subject to forfeiture if certain events occur, and are payable in shares of common stock on or as soon as practicable following the applicable vesting date: 433 RSUs granted 2/8/2018, all vesting on 8/8/2021; 8,361 RSUs granted 2/9/2018, all vesting 2/9/2023; 799 RSUs granted 2/13/2019, 400 vesting 8/13/2021 and 399 vesting 8/13/2022; 1,200 RSUs granted 2/13/2020, 401 vesting 8/13/2021, 400 vesting 8/13/2022 and 399 vesting 8/13/2023.
( 2 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/12/2014 grant date.
( 3 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/11/2015 grant date.
( 4 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/10/2016 grant date.
( 5 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/8/2017 grant date.
( 6 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/8/2018 grant date.
( 7 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/13/2019 grant date.
( 8 )The options vest 33.334% on the 18th month and 33.333% on the 30th and 42nd months from the 2/13/2020 grant date.

Remarks:
EXHIBIT LIST: EX-24 Power of Attorney for Lukas Hovorka

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