Vice President and CFO Sullivan Robert M covered exercise/tax liability with 790 shares, decreasing direct ownership by 6% to 12,299 units (SEC Form 4)
$RBC
Metal Fabrications
Industrials
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RBC Bearings INC [ RBC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/02/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 06/02/2025 | F | 511(1) | D | $365.87 | 12,578(2) | D | |||
| Common Stock | 06/03/2025 | F | 279(1) | D | $370.21 | 12,299(2) | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 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: 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 | ||||||||
| Option to Purchase Common Stock | $137.44 | 06/02/2025 | 06/02/2027 | Common Stock | 2,000 | 2,000 | D | ||||||||
| Option to Purchase Common Stock | $199.16 | 06/03/2022(3) | 06/03/2028 | Common Stock | 5,000 | 5,000 | D | ||||||||
| Option to Purchase Common Stock | $199.1 | 06/03/2023(4) | 06/03/2029 | Common Stock | 4,000 | 4,000 | D | ||||||||
| Option to Purchase Common Stock | $199.51 | 06/01/2024(5) | 06/01/2030 | Common Stock | 5,000 | 5,000 | D | ||||||||
| Option to Purchase Common Stock | $292.85 | 05/23/2025(6) | 05/23/2031 | Common Stock | 2,000 | 2,000 | D | ||||||||
| Option to Purchase Common Stock | $287.85 | 11/05/2025(7) | 11/05/2031 | Common Stock | 1,500 | 1,500 | D | ||||||||
| Option to Purchase Common Stock | $364.96 | 05/28/2026(8) | 05/28/2032 | Common Stock | 3,500 | 3,500 | D | ||||||||
| Explanation of Responses: |
| 1. Represents shares withheld by the Company to pay tax liability related to the vesting of restricted stock. |
| 2. Includes 6,600 shares of restricted stock, which vest according to the following schedule - 200 shares that vest on 6/3/2026; 800 shares 1/2 of which vest on 6/3/2026 and 1/2 vest on 6/3/2027; 1,800 shares 1/3 of which vest on 6/1/2026, 1/3 vest on 6/1/2027 and 1/3 vest on 6/1/2028; 800 shares 1/4 of which vest on 5/23/2026, 1/4 vest on 5/23/2027, 1/4 vest on 5/23/2028 and 1/4 vest on 5/23/2029; 1,200 shares 1/5 or which vest on 11/5/2025, 1/5 vest on 11/5/2026, 1/5 vest on 11/5/2027, 1/5 vest on 11/5/2028 and 1/5/vest on 11/5/2029; and 1,800 shares 1/5 or which vest on 5/28/2026, 1/5 vest on 5/28/2027, 1/5 vest on 5/28/2028, 1/5 vest on 5/28/2029 and 1/5 vest on 5/28/2030. |
| 3. All these options to purchase Common Stock are exerciseable except for 1,000 options that vest on 6/3/2026. |
| 4. All these options to purchase Common Stock are exerciseable except for 1,600 options that are subject to the following vesting schedule - 1/2 vest on 6/3/2026 and 1/2 vest on 6/3/2027. |
| 5. All these options to purchase Common Stock are exerciseable except for 3,000 options that are subject to the following vesting schedule - 1/3 vest on 6/1/2026, 1/3 vest on 6/1/2027 and 1/3 vest on 6/1/2028. |
| 6. All these options to purchase Common Stock are exerciseable except for 1,600 options that are subject to the following vesting schedule - 1/4 vest on 5/23/2026, 1/4 vest on 5/23/2027, 1/4 vest on 5/23/2028 and 1/4 vest on 5/23/2029. |
| 7. These options to purchase Common Stock are subject to the following vesting schedule - 1/5 vest on 11/5/2025, 1/5 vest on 11/5/2026, 1/5 vest on 11/5/2027, 1/5 vest on 11/5/2028 and 1/5 vest on 11/5/2029. |
| 8. These options to purchase Common Stock are subject to the following vesting schedule - 1/5 vest on 5/28/2026, 1/5 vest on 5/28/2027, 1/5 vest on 5/28/2028, 1/5 vest on 5/28/2029 and 1/5 vest on 5/28/2030. |
| Remarks: |
| /s/John J. Feeney/attorney in fact | 06/04/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||