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4//SEC Filing

Spectrum Brands Holdings, Inc. 4

Accession 0000908834-16-000769

CIK 0001487730operating
View on SEC.govCompany Profile

Filed

Dec 4, 7:00 PM ET

Accepted

Dec 5, 4:16 PM ET

Size

25.7 KB

Accession

0000908834-16-000769

Insider Transaction Report

Form 4
Period: 2016-12-01
Spectrum Brands Holdings, Inc.SPB
FAGRE NATHAN E
General Counsel and Secretary
Transactions
  • Exercise/Conversion

    Common Stock

    2016-12-01+667→ 32,207 total
  • Tax Payment

    Common Stock

    2016-12-01$114.39/sh−331$37,863→ 31,876 total
  • Tax Payment

    Common Stock

    2016-12-01$114.39/sh−1,824$208,647→ 33,728 total
  • Tax Payment

    Common Stock

    2016-12-01$114.39/sh−3,294$376,801→ 37,074 total
  • Exercise/Conversion

    Performance Rights

    2016-12-01−3,676→ 3,677 total
    → Common Stock (3,676 underlying)
  • Exercise/Conversion

    Common Stock

    2016-12-01+3,676→ 35,552 total
  • Exercise/Conversion

    Common Stock

    2016-12-01+6,640→ 40,368 total
  • Exercise/Conversion

    Performance Rights

    2016-12-01−7,387→ 0 total
    → Common Stock (7,387 underlying)
  • Exercise/Conversion

    Performance Rights

    2016-12-01−6,640→ 11,288 total
    → Common Stock (6,640 underlying)
  • Exercise/Conversion

    Common Stock

    2016-12-01+6,720→ 34,874 total
  • Tax Payment

    Common Stock

    2016-12-01$114.39/sh−3,334$381,376→ 31,540 total
Footnotes (10)
  • [F1]The remaining 50% of the performance rights granted on December 15, 2014 under the Spectrum Brands Holdings, Inc. 2015 Equity Incentive Plan vested on December 1, 2016, and such performance rights, representing the 2015 EIP Service Award portion of Mr. Fagre's 2015 EIP Award, settled for 6,720 shares of the Issuer's common stock.
  • [F10]Each performance right represents a contingent right to receive one share of the Issuer's common stock.
  • [F2]Represents shares of the Issuer's common stock withheld to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2015 EIP Service Award portion of Mr. Fagre's 2015 EIP Award.
  • [F3]Mr. Fagre also received 667 additional shares, representing the 2015 EIP Additional Award portion of Mr. Fagre's 2015 EIP Award, as the Issuer exceeded by a certain percentage the 2015 consolidated cash flow target for the 2015 EIP Performance Award for the fiscal year ended September 30, 2015, and the Issuer's consolidated cash flow results for the fiscal year ended September 30, 2016 were greater than the comparable results for 2015.
  • [F4]Represents shares of the Issuer's common stock withheld to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2015 EIP Additional Award portion of Mr. Fagre's 2015 EIP Award.
  • [F5]Represents shares of the Issuer's common stock issued upon the vesting of performance rights granted on February 2, 2015 under the Spectrum Brands Holdings, Inc. S2B Plan. 50% of the performance rights vested on December 1, 2016 (the "S2B Performance Vesting Date"), and such performance rights representing the S2B Performance Award portion of Mr. Fagre's S2B Award, settled for 3,676 shares of the Issuer's common stock. An additional 3,677 shares will vest on December 1, 2017, the first anniversary of the S2B Performance Vesting Date (such date, the "S2B Service Vesting Date"), if Mr. Fagre remains employed by the Issuer on such first anniversary (such amount, the "S2B Service Award").
  • [F6]Represents shares of the Issuer's common stock withheld to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the S2B Performance Award portion of Mr. Fagre's S2B Award.
  • [F7]Performance rights granted on December 15, 2015 under the Spectrum Brands Holdings, Inc. 2016 Equity Incentive Plan (the "2016 EIP Award") were earned as of December 1, 2016, and 50% of such performance rights, representing the 2016 EIP Performance Award portion of Mr. Fagre's 2016 EIP Award, settled for 6,640 shares of the Issuer's common stock.
  • [F8]In addition, 6,640 shares, representing the 2016 EIP Service Award portion of Mr. Fagre's 2016 EIP Award, will vest on December 1, 2017 if Mr. Fagre remains employed by the Issuer on such first anniversary. Mr. Fagre also shall be eligible to receive up to 4,648 additional shares, representing the 2016 EIP Additional Award portion of Mr. Fagre's 2016 EIP Award, based on the Issuer exceeding by a certain percentage the 2016 adjusted EBITDA and 2016 consolidated free cash flow targets for the fiscal year ended September 30, 2016. The 2016 EIP Additional Award will vest on December 1, 2017 if Mr. Fagre remains employed by the Issuer as of such date and if the Issuer's 2017 adjusted EBITDA and consolidated free cash flow results are equal to or greater than the comparable results for 2016.
  • [F9]Represents shares of the Issuer's common stock withheld to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2016 EIP Performance Award portion of Mr. Fagre's 2016 EIP Award.

Documents

1 file

Issuer

Spectrum Brands Holdings, Inc.

CIK 0001487730

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001487730

Filing Metadata

Form type
4
Filed
Dec 4, 7:00 PM ET
Accepted
Dec 5, 4:16 PM ET
Size
25.7 KB
View on SEC.gov