H. Clifford Buster III - Jan 3, 2025 Form 4 Insider Report for TEMPUR SEALY INTERNATIONAL, INC. (TPX)

Role
CEO, North America
Signature
/s/ Bhaskar Rao Attorney-in-Fact
Stock symbol
TPX
Transactions as of
Jan 3, 2025
Transactions value $
-$2,897,644
Form type
4
Date filed
1/6/2025, 04:15 PM
Previous filing
Mar 7, 2024
Next filing
Mar 4, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TPX Common Stock Options Exercise $0 +11.8K +4.82% $0.00 257K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$304K -5.45K -2.12% $55.74 251K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +6.48K +2.58% $0.00 258K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$167K -2.99K -1.16% $55.74 255K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +8.95K +3.51% $0.00 264K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$230K -4.13K -1.56% $55.74 260K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +6.52K +2.51% $0.00 266K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$168K -3.01K -1.13% $55.74 263K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +47.2K +17.95% $0.00 310K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$1.22M -21.9K -7.06% $55.74 288K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +7.4K +2.57% $0.00 296K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$190K -3.41K -1.15% $55.74 292K Jan 3, 2025 Direct
transaction TPX Common Stock Options Exercise $0 +24.1K +8.22% $0.00 316K Jan 3, 2025 Direct F1
transaction TPX Common Stock Tax liability -$618K -11.1K -3.5% $55.74 305K Jan 3, 2025 Direct
holding TPX Common Stock 257K Jan 3, 2025 Buster Family Trust F2

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 TPX Restricted Stock Units Options Exercise $0 -11.8K -100% $0.00 0 Jan 3, 2025 Common Stock 11.8K $0.00 Direct F1, F3
transaction TPX Restricted Stock Units Options Exercise $0 -6.48K -50% $0.00 6.48K Jan 3, 2025 Common Stock 6.48K $0.00 Direct F1, F4
transaction TPX Restricted Stock Units Options Exercise $0 -8.95K -33.34% $0.00 17.9K Jan 3, 2025 Common Stock 8.95K $0.00 Direct F1, F5
transaction TPX Restricted Stock Units Options Exercise $0 -6.52K -25% $0.00 19.6K Jan 3, 2025 Common Stock 6.52K $0.00 Direct F1, F6
transaction TPX Performance Restricted Stock Units Options Exercise $0 -47.2K -100% $0.00 0 Jan 3, 2025 Common Stock 47.2K $0.00 Direct F1, F7
transaction TPX Performance Restricted Stock Units Options Exercise $0 -7.4K -50.01% $0.00 7.4K Jan 3, 2025 Common Stock 7.4K $0.00 Direct F1, F8
transaction TPX Performance Restricted Stock Units Options Exercise $0 -24.1K -33.33% $0.00 48.1K Jan 3, 2025 Common Stock 24.1K $0.00 Direct F1, F9
transaction TPX Restricted Stock Units Award $0 +22.4K $0.00 22.4K Jan 3, 2025 Common Stock 22.4K $0.00 Direct F1, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance restricted stock units and restricted stock units convert into common stock on a one-for-one basis.
F2 These shares of TPX common stock are held by a family trust of which the reporting person is trustee. The reporting person's spouse is the sole beneficiary of the trust.
F3 On January 4, 2021, the reporting person was granted 47,241 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date.
F4 On January 4, 2022, the reporting person was granted 25,928 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date.
F5 On January 4, 2023, the reporting person was granted 35,786 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date.
F6 On January 4, 2024, the reporting person was granted 26,085 restricted stock units, vesting in four annual installments beginning on the first anniversary of the grant date.
F7 On February 22, 2022, the Compensation Committee of the Board of Directors determined that the maximum performance conditions for the performance restricted stock units (PRSUs) granted on January 4, 2021 were achieved. The PRSUs vest in approximately three equal installments on January 4, 2023, 2024 and 2025.
F8 On January 4, 2022, the reporting person was granted a target number of performance shares, with the payout from 0 to 300% of target based on the Company's adjusted EBITDA, Relative TSR Percentile and qualitative ESG performance. The Compensation Committee of the Board of Directors determined the payout for each metric on February 17, 2023 resulting in the reported number of performance shares received. The PRSUs vest in approximately three equal installments on January 4, 2024, 2025 and 2026.
F9 On January 4, 2023, the reporting person was granted a target number of performance shares, with the payout from 0 to 300% of target based on the Company's adjusted EBITDA, Relative TSR Percentile and qualitative ESG performance. The Compensation Committee of the Board of Directors determined the payout for each metric on February 16, 2024 resulting in the reported number of performance shares received. The PRSUs vest in approximately three equal installments on January 4, 2025, 2026 and 2027.
F10 On January 3, 2025, the reporting person was granted 22,426 restricted stock units, vesting in four annual installments beginning on January 4, 2026.