Patrick J Griffin Form 4 ESCALADE / Patrick J Griffin ownership change

SEC Form 4

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).

1. Name and Address of Reporting Person^*

Griffin Patrick J

(Last)

(First)

(Middle)

817 MAXWELL AVENUE

(Street)

EVANSVILLE

47711

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ESCALADE INC [ ESCA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
VICE PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/02/2023		M		1,666	A	⁽¹⁾	535,796.229	D
Common Stock	03/03/2023		A		8,842	A	$12.78⁽²⁾	544,638.229	D
Common Stock	03/04/2023		M		1,032	A	⁽¹⁾	545,670.229	D
Common Stock	03/04/2023		M		1,000	A	⁽¹⁾	546,670.229	D
Common Stock								2,000	I	By adult son⁽³⁾
Common Stock								1,326,736	I	By Family Limited Partnership⁽⁴⁾

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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾⁽⁵⁾	03/02/2022		M			1,666	⁽⁶⁾	03/02/2025	Common Stock	1,666	$0	3,334	D
Restricted Stock Units	⁽¹⁾⁽⁵⁾	03/04/2023		M			1,000	⁽⁷⁾	03/04/2023	Common Stock	1,000	$0	0	D
Restricted Stock Units	⁽¹⁾⁽⁵⁾	03/04/2023		M			1,032	⁽⁸⁾	03/04/2024	Common Stock	1,032	$0	1,032	D
Restricted Stock Units	⁽⁵⁾	03/03/2023		M		5,550		⁽⁹⁾	03/03/2026	Common Stock	5,550	$0	5,550	D

Explanation of Responses:

1. Restricted Stock Units (RSUs) converted into common stock on a one-for-one basis.

2. The grant of ESCA common stock is in lieu of cash payment of the 2022 annual cash incentive bonus payable to the reporting person for services as an officer. The ESCA common stock is awarded pursuant to the Escalade, Incorporated 2017 Incentive Plan.

3. Mr. Griffin disclaims beneficial interest in shares held by his adult son, except to the extent of his pecuniary interest therein.

4. This reporting person disclaims beneficial ownership in shares held by the family limited partnership, except to the extent of his pecuniary interest therein. All shares held by the family limited partnership are also deemed to be beneficially owned by Mr. Robert E. Griffin, his father, which shares are also included by Mr. Robert E. Griffin on his Section 16 reports.

5. Each RSU represents a right to receive one share of ESCA common stock granted pursuant to the Escalade, Incorporated 2017 Incentive Plan (Escalade 2017 Plan).

6. On March 2, 2022, the reporting person was granted 5,000 RSUs pursuant to the Escalade 2017 Plan, of which 1,666 RSUs vested and settled on March 2, 2023, as reported on this Form 4. One half of the remaining 3,334 RSUs will vest on March 2, 2024 and the other half will vest on March 2, 2025, provided that the reporting person remains an officer of Escalade. All RSUs settle in shares of ESCA common stock.

7. On March 4, 2020, the reporting person was granted 3,000 RSUs pursuant to the Escalade 2017 Plan, of which 2,000 RSUs previously vested and settled, as previously reported. The remaining 1,000 RSUs vested on March 4, 2023 and settled on March 6, 2022, as reported on this Form 4. All RSUs settle in shares of ESCA common stock.

8. On March 4, 2021, the reporting person was granted 3,095 RSUs pursuant to the Escalade 2017 Plan, of which 1,031 RSUs vested and settled on March 4, 2022, as previously reported. Of the remaining 2,064 RSUs, 1,032 RSUs vested on March 4, 2023 and settled on March 6, 2023, as reported on this Form 4, and the other half will vest on March 4, 2024, provided that the reporting person remains an officer of Escalade as of such vesting date. All RSUs settle in shares of ESCA common stock.

9. On March 3, 2023, the reporting person was granted 5,550 RSUs pursuant to the Escalade 2017 Plan, of which one third will vest on March 3, 2024, one third on March 3, 2025 and one third on March 3, 2026, provided that the reporting person remains an officer of Escalade. All RSUs settle in shares of ESCA common stock.

	/s/ PATRICK J. GRIFFIN	03/06/2023
	** 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.
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Patrick J Griffin Form 4ESCALADE / Patrick J Griffin ownership change