01/23/2026 | Press release | Distributed by Public on 01/23/2026 16:23
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Performance Stock Units | 12/31/2025(2) | 12/31/2025(2) | Common Stock, par value $0.10 per share | 30,769 | $0(2) | D | |
| Performance Stock Units | 12/31/2029(3) | 12/31/2029(3) | Common Stock, par value $0.10 per share | 17,094 | $0(3) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Foster James Robert C/O ATI INC. 2021 MCKINNEY AVENUE DALLAS, TX 75201 |
SVP, Finance and CFO | |||
| /s/ Amanda J. Skov, Attorney-in-Fact for James Robert Foster | 01/23/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | Inclusive of 2,865, 2,587 and 4,194 restricted stock units awarded in 2023, 2024 and 2025, respectively, that in each case vest in three annual installments and are settled in shares of the Issuer's Common Stock upon vesting. |
| (2) | Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Common Stock if the Issuer's Common Stock achieved a specified target market price (based on a 20-trading day average) on the New York Stock Exchange for at least 20 consecutive trading dates (the "20-Day Average Market Price") prior to December 31, 2025. Each PSU may result in the right to receive additional shares of the Issuer's Common Stock, up to a maximum of three shares per PSU, to the extent that the Issuer's Common Stock achieved 20-Day Average Market Prices at specified levels in excess of the target market price prior to December 31, 2025. Vested shares, if any, generally are payable in two equal installments in early 2026 and 2027. |
| (3) | Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Common Stock if the Issuer's Common Stock achieves a specified target market price (based on a 10-trading day average) on the NYSE for at least 20 consecutive trading days (the "Average Market Price") prior to December 31, 2029. Each PSU may result in the right to receive additional shares of the Issuer's Common Stock, up to a maximum of three shares per PSU, to the extent that the Issuer's Common Stock acheives Average Market Prices at specified levels in excess of the target market price prior to December 31, 2029. Vested shares, if any, generally are apyable in two equal installments in early 2030 and 2031. |