SEC FORM 4 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*
CUTLER ERIN

(Last) (First) (Middle)
622 THIRD AVENUE
38TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MINERALS TECHNOLOGIES INC [ MTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
01/24/2023
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)
Code V Amount (A) or (D) Price
Common Stock 01/25/2023 M 907 A $0.00 1,574 D
Common Stock 01/25/2023 F 307(1) D $66.42 1,267 D
Common Stock 1,067.877 I By 401(k)(2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Restricted Stock Units (DRSUs) (3) 01/24/2023 A 3,587 (4) (4) Common Stock 3,587 $0.00 7,863 D
Employee Stock Option (Right to Buy) $66.075 01/24/2023 A 6,162 (5) 01/24/2033 Common Stock 6,162 $0.00 6,162 D
Deferred Restricted Stock Units (DRSUs) (3) 01/25/2023 M 907 (6) (6) Common Stock 907 $0.00 6,956 D
Explanation of Responses:
1. These shares were withheld by Minerals Technologies Inc. to satisfy tax withholding obligations.
2. The information contained in this report is based on a Plan Statement dated as of January 24, 2023.
3. Each DRSU is the economic equivalent of one share of Mineral Technologies Inc. Common Stock.
4. The DRSUs were granted on January 24, 2023 and vest in three equal annual installments beginning on January 24, 2024.
5. These options were granted on January 24, 2023 and vest in three equal annual installments beginning on January 24, 2024.
6. The DRSUs were granted on January 25, 2022 and vest in three equal annual installments beginning on January 25, 2023.
Remarks:
Timothy Jordan for Erin Cutler 01/26/2023
** 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).
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POWER OF ATTORNEY  FOR FILINGS UNDER THE  SECURITIES  ACT OF 1933, AS
AMENDED  AND
THE SECURITIES  EXCHANGE  ACT OF 1934, AS AMENDED

Know all by these presents,  that the undersigned  hereby constitutes
and appoints  the Secretary, Thomas J. Meek, and Assistant
Secretary,  Alexander  K.  Sudnik, of Minerals  Technologies Inc.
(the "Company"),  acting singly, with full power of substitution,
as the undersigned's true and lawful  attorneys-in-fact and agents
to:

(1) execute  for and on behalf of the undersigned,  in the
undersigned's capacity  as an officer and/or director of the Company,
all documents,  certificates,  instruments,  statements,  filings and
agreements  ("documents") to be filed with or delivered  in
accordance  with the Securities Act of
1933, as amended  (the "Securities  Act"), and the Securities
Exchange  Act of 1934,  as amended
(the "Exchange  Act"),  and the rules and regulations  thereunder;

(2) do and perform  any and all acts for and on behalf of the
undersigned  that may be necessary  or desirable  to complete  and
execute  and timely file any such documents  with the United States
Securities  and Exchange  Commission  (the "SEC) and any stock
exchange  or similar authority;  and

(3) take any other action of any type whatsoever  that, in the
opinion of such attorneys-in. fact, may be necessary  or desirable
in connection  with the foregoing  authority,  it being understood
that the documents  executed  by such attorneys-in-fact on behalf of
the undersigned pursuant to this Power of Attorney  shall be in such
form and shall contain  such terms and conditions  as such attorneys-
in-fact may approve.

The undersigned  hereby grants to such attorneys-in-fact full power
and authority  to do and perform  any and every act and thing
whatsoever  requisite,  necessary,  or proper to be done in the
exercise of any of the rights and powers herein granted, as fully to
all intents and purposes  as the undersigned  might or could do if
personally  present,  with full power of substitution  or revocation,
hereby ratifying  and confirming  all that such attorneys-in-fact
substitute  or substitutes, have lawfully done or cause to be done or
shall lawfully do or cause to be done by virtue of this Power of
Attorney  and the rights and powers herein granted.  The undersigned
acknowledges that the foregoing  attorneys-in-fact,  in serving in
such capacity  at the request of the undersigned,  are not assuming
any of the undersigned's responsibilities to comply with the
Securities Act and the Exchange Act.

All pre-existing  Powers of Attorney  granted to the persons
designated  above are hereby revoked. This Power of Attorney  shall
remain in full force and effect  until the undersigned  is no longer
required to file documents  under the Securities  Act and the
Exchange  Act with respect to the undersigned's holdings  of and
transactions  in securities  issued by the Company,  unless earlier
revoked by the undersigned in a signed writing delivered  to the
foregoing  attorneys-in-fact. This Power of Attorney  may be filed
with the SEC as a confirming  statement  of the authority  granted
herein.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 27 day of August, 2020.
/s/ Erin Cutler
Erin Cutler