Flowserve (FLS) President FPD reports common stock, RSU and performance rights holdings
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Flowserve Corp executive Matthew Carl Klopfer, President of FPD, filed an initial Form 3 showing his equity holdings in the company. He directly owns 6,845 shares of common stock plus multiple grants of restricted stock units and performance rights tied to future performance and service-based vesting.
The performance rights cover blocks of 1,395, 931, and 878 underlying shares of common stock, with payout ranging from 0% to 200% based on return on invested capital, free cash flow and relative total shareholder return over multi-year periods from 2024–2028. The restricted stock units cover blocks including 9,028, 2,049, 1,449, 1,135 and 1,084 underlying shares, generally vesting ratably over three years or on the third anniversary of the grant date.
Positive
- None.
Negative
- None.
Insider Trade Summary
9 transactions reported
Mixed
9 txns
Insider
Klopfer Matthew Carl
Role
President, FPD
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Performance Rights — 1,395 shares (Direct);
Restricted Stock Units — 1,084 shares (Direct);
Common Stock — 6,845 shares (Direct)
Footnotes (1)
- Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2024 and ending on December 31, 2026 which are based equally on: 1) the issuer's ROIC for each calendar year in the performance period measured against the issuer's target ROIC for each calendar year in the performance period; and 2) the issuer's FCF as a percentage of adjusted net income for each calendar year in the performance period measured against the issuer's target FCF as a percentage of adjusted net income for each calendar year in the performance period. The performance rights are also subject to 15% payout modifier (positive or negative) based on the issuer's relative TSR in comparison to the TSR of companies that comprise the S&P 500 Industrials Index for the entire performance period. Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of March 1, 2024. Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares cliff vest on the third anniversary of the grant date, January 15, 2025. Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2025 and ending on December 31, 2027 which are based equally on: 1) the issuer's ROIC for each calendar year in the performance period measured against the issuer's target ROIC for each calendar year in the performance period; and 2) the issuer's FCF as a percentage of adjusted net income for each calendar year in the performance period measured against the issuer's target FCF as a percentage of adjusted net income for each calendar year in the performance period. The performance rights are also subject to 15% payout modifier (positive or negative) based on the issuer's relative TSR in comparison to the TSR of companies that comprise the S&P 500 Industrials Index for the entire performance period. Each restricted stock unit represents the right to receive, at settlement, one share of common stock (plus dividends accrued on the underlying shares) and are granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of March 1, 2025. Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of the grant date, September 22, 2025. Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% and are based on two factors during a three-year performance cycle beginning on January 1, 2026 and ending on December 31, 2028 which are: 1) the issuer's return on invested capital ("ROIC") measured against the issuer's target ROIC for each calendar year during the performance period; and 2) the issuer's average annual earnings per share growth over each calendar year during the performance period. The performance rights are also subject to a 15% payout modifier (positive or negative) based on the issuer's relative total shareholder return ("TSR") in comparison to the TSR of companies that comprise the S&P 500 Industrial Index for the entire performance period, as of January 1, 2026. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock. Each restricted stock unit represents the right to receive, at settlement, one share of common stock (plus dividends accrued on the underlying shares) and are granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees. The shares vest ratably over a three-year period on each anniversary of March 1, 2026.
Key Figures
Common stock held: 6,845 shares
RSUs grant: 9,028 underlying shares
RSUs grant: 2,049 underlying shares
+5 more
8 metrics
Common stock held
6,845 shares
Direct ownership reported on Form 3
RSUs grant
9,028 underlying shares
Restricted stock units, direct, underlying common stock
RSUs grant
2,049 underlying shares
Restricted stock units, direct, underlying common stock
RSUs grant
1,449 underlying shares
Restricted stock units, direct, underlying common stock
RSUs grant
1,135 underlying shares
Restricted stock units, direct, underlying common stock
RSUs grant
1,084 underlying shares
Restricted stock units, direct, underlying common stock
Performance rights block
1,395 underlying shares
Performance rights, 3-year cycle 2024–2026
Performance rights block
878 underlying shares
Performance rights, 3-year cycle 2026–2028
Key Terms
Performance rights, Restricted stock unit, long-term incentive compensation plan, return on invested capital ("ROIC"), +2 more
6 terms
Performance rights financial
"Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting."
Performance rights are conditional awards that give employees or executives the promise of receiving company shares or cash only if the business meets specific targets or survives for a set period. They work like a bonus you only get when certain goals are hit, so they matter to investors because they can increase the number of shares outstanding (dilution), signal management’s incentives and confidence in future results, and affect per-share earnings and valuation.
Restricted stock unit financial
"Each restricted stock unit represents the right to receive, at settlement, one share of common stock and is granted to the reporting person pursuant to the issuer's long-term incentive compensation plan."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
long-term incentive compensation plan financial
"granted to the reporting person pursuant to the issuer's long-term incentive compensation plan for employees."
return on invested capital ("ROIC") financial
"which are based equally on: 1) the issuer's ROIC for each calendar year in the performance period measured against the issuer's target ROIC"
free cash flow ("FCF") financial
"the issuer's FCF as a percentage of adjusted net income for each calendar year in the performance period measured against the issuer's target FCF"
FAQ
What does Matthew Carl Klopfer’s Form 3 disclose for Flowserve (FLS)?
The Form 3 shows that Matthew Carl Klopfer, President of FPD at Flowserve, holds 6,845 common shares plus multiple restricted stock units and performance rights. These derivative awards convert into common stock if future service and performance conditions are met over several years.
What performance conditions apply to Klopfer’s Flowserve performance rights?
The performance rights can pay out between 0% and 200% of target shares, based on Flowserve’s ROIC, free cash flow as a percentage of adjusted net income or earnings per share growth, plus a 15% modifier tied to relative total shareholder return versus the S&P 500 Industrials Index.
Over what periods do Klopfer’s Flowserve performance rights measure results?
The performance cycles run for three-year periods, including cycles beginning on January 1, 2024, January 1, 2025 and January 1, 2026, ending on December 31 of 2026, 2027 and 2028 respectively. Outcomes over each full period determine how many performance rights ultimately vest into common shares.
How do Klopfer’s Flowserve restricted stock units vest over time?
The restricted stock units generally vest over three years. Some grants vest ratably on each anniversary of March 1, 2024, March 1, 2025 or March 1, 2026, while others cliff vest on the third anniversary of grant dates such as January 15, 2025 or September 22, 2025.