SEC FORM 3

SEC Form 3

FORM 3

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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1. Name and Address of Reporting Person^*

Martich Frederick Joseph

(Last)

(First)

(Middle)

C/O HELIOS TECHNOLOGIES, INC.

7456 16TH ST E

(Street)

SARASOTA

34243

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/26/2023

3. Issuer Name and Ticker or Trading Symbol
HELIOS TECHNOLOGIES, INC. [ HLIO ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Pres. of Hydraulics, Americas

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8,235	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	294	0.00⁽²⁾	D
Performance-based Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	880	0.00	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	532	0.00⁽²⁾	D
Performance-based Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	797	0.00	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	1,545	0.00⁽²⁾	D
Performance-based Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	1,546	0.00	D

Explanation of Responses:

1. Restricted stock units granted to reporting person on January 28, 2021; unless earlier forfeited under the terms of the RSU, 33-1/3% of the awards vest and convert into Common Stock on each of the first three anniversaries of the grant date.

2. Each RSU represents the right to receive, following vesting, one share of Common Stock.

3. Performance-Based Restricted stock units granted to reporting person on January 28, 2021, which represent the right to receive, following vesting, up to 200% of one share of the Company's Common Stock. The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee over a three-year performance period beginning on the first day of the fiscal year of 2021 and ending on the last day of the fiscal year of 2023.

4. Restricted stock units granted to reporting person on January 3, 2022; unless earlier forfeited under the terms of the RSU, 33-1/3% of the awards vest and convert into Common Stock on each of the first three anniversaries of the grant date.

5. Performance-Based Restricted stock units granted to reporting person on January 3, 2022, which represent the right to receive, following vesting, up to 200% of one share of the Company's Common Stock. The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee over a three-year performance period beginning on the first day of the fiscal year of 2022 and ending on the last day of the fiscal year of 2024.

6. Restricted stock units granted to reporting person on January 6, 2023; unless earlier forfeited under the terms of the RSU, 33-1/3% of the awards vest and convert into Common Stock on each of the first three anniversaries of the grant date.

7. Performance-Based Restricted stock units granted to reporting person on January 6, 2023, which represent the right to receive, following vesting, up to 200% of one share of the Company's Common Stock. The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee over a three-year performance period beginning on the first day of the fiscal year of 2023 and ending on the last day of the fiscal year of 2025.

Remarks:

	/s/ Marc A. Greenberg, Attorney-in-Fact for Frederick Joseph Martich	05/04/2023
	** 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 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).
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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