SEC Form 4 · accession 0001209191-17-017990
FAIRMOUNT SANTROL HOLDINGS INC. · FMSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerald L. Clancey
Officer — EVP & Chief Commercial Officer
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 6:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001010858
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 1, 2017 | A | 19,500 | $0.00 | A | 435,674 | D | |
| Common StockF3,F4 | Mar 1, 2017 | S | 2,839 | $9.65 | D | 432,835 | D | |
| Common Stock | holding | — | — | — | 2,242,468 | I | Gerald L. Clancey Trust No. 1 | |
| Common Stock | holding | — | — | — | 100,436 | I | Gerald L. Clancey Grantor Retained Annuity Trust No. 1 | |
| Common Stock | holding | — | — | — | 442,000 | I | Gerald L. Clancey Irrevocable Trust dated December 13, 2012 | |
| Common Stock | holding | — | — | — | 442,000 | I | The Connie J. Clancey Irrevocable Trust for the benefit of Gerald L. Clancey | |
| Common Stock | holding | — | — | — | 326,430 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F5 | $10.03 | Mar 1, 2017 | A | 22,400 | A | — | Mar 1, 2027 | Common Stock | 22,400 | 888,100 | D |
Explanation of responses
- F1The reporting person was granted 19,500 restricted stock units. The restricted stock units vest in 1/4 increments commencing one year after the date of grant.
- F2The transaction reflects the number of shares of Common Stock sold pursuant to the terms of the Restricted Stock Unit Agreement and in accordance with the Fairmount Santrol Holdings Inc. 2014 Long Term Incentive Plan, to satisfy the reporting person's tax withholding obligations upon the vesting of 7,500 restricted stock units.
- F3Includes an aggregate of 141,586 restricted stock units.
- F4Shares previously reported as being held by the reporting person are not reported as being held in the Gerald L. Clancey Trust No. 1.
- F5The options vest and become exercisable in 1/3 increments commencing one year after the date of grant.