4/A//SEC Filing
BRESKY H HARRY 4/A
Accession 0001207682-05-000003
CIK 0000088121other
Filed
Oct 27, 8:00 PM ET
Accepted
Oct 28, 3:32 PM ET
Size
7.8 KB
Accession
0001207682-05-000003
Insider Transaction Report
Form 4/AAmended
BRESKY H HARRY
DirectorPresident and CEO10% Owner
Transactions
- Other
Common Stock
2005-10-18$1317.44/sh+6,313.34$8,317,447→ 904,844.24 total(indirect: See Footnote (2))
Footnotes (3)
- [F1]On 10/18/05, Seaboard Flour LLC ("SFLLC") became entitled to receive 6,313.34 shares of Issuer pursuant to an "earn-out" provision in a reorganization agreement ("Agreement") dated 10/18/02, between Issuer and SFLLC (successor to Seaboard Flour Corporation). The Agreement provides that SFLLC will periodically receive additional shares of Issuer, for no additional consideration, based on formula set forth in the Agreement. The 6,313.34 shares of common stock of Issuer ("Issuer's Shares") to which this Form 4 applies, were determined on 10/18/05 after completion of review provisions of the Agreement and is based on the per share closing price of Issuer's Shares on The American Stock Exchange for each of the regular trading sessions between 9/19/05 and 9/30/05. SFLLC's right to receive additional Issuer's Shares, including 6,313.34 shares to which this Form 4 applies, became fixed and irrevocable on 10/18/05, the effective date of the transactions contemplated pursuant to the Agreement.
- [F2]Consists of 5,611 shares held directly by Reporting Person ("RP"), 893,948.24 shares, including 6,313.34 shares relating to transaction reported on this Form, that RP may be deemed to beneficially own indirectly through SFLLC and 5,285 shares that RP may be deemed to beneficially own indirectly through RP's wife. Except for certain annuities from various trusts for the benefit of the RP's wife and/or issue (which trusts hold common units of SFLLC), RP disclaims beneficial ownership of securities held through SFLLC and this report shall not be deemed an admission that the RP is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or for any other purpose. The RP disclaims beneficial ownership of securities held through RP's wife, and this report shall not be deemed an admission that RP is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
- [F3]This amended Form 4a is being filed to correct error in footnote#1. SFLLC's right to receive additional Issuer's Shares became fixed and irrevocable on 10/18/05 not 10/18/02 as misstated on original Form 4.
Documents
Issuer
SEABOARD CORP /DE/
CIK 0000088121
Entity typeother
Related Parties
1- filerCIK 0001207682
Filing Metadata
- Form type
- 4/A
- Filed
- Oct 27, 8:00 PM ET
- Accepted
- Oct 28, 3:32 PM ET
- Size
- 7.8 KB