SEC Form 4 · accession 0001209191-15-021343

GENESEE & WYOMING INC · GWR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Exec. Officer & Pres. · Director

Period of report

Feb 27, 2015

Accepted (ET)

Mar 3, 2015 · 4:47 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001012620

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock, $.01 par value^F1	Feb 27, 2015	A	3,760	$0.00	A	320,564	D
Class A Common Stock, $.01 par value^F2	Feb 28, 2015	F	7,176	$103.10	D	313,388	D
Class A Common Stock, $.01 par value^F3	holding	—	—		—	55,555	I	By Trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F4	$103.10	Feb 27, 2015	A	17,858	A	—	Feb 26, 2020	Class A Common Stock, $.01 par value	17,858	17,858	D
Class B Common Stock, $.01 par value^F5	—	holding	—	—	—	—	—	Class A Common Stock, $.01 par value	—	1,872	D

F1This restricted stock award was granted under the Genesee & Wyoming Inc. Second Amended and Restated 2004 Omnibus Incentive Plan (the "Plan") and will vest in three equal annual installments, beginning February 27, 2016.
F2These shares were surrendered to Genesee & Wyoming Inc. for the payment of taxes in connection with the vesting of previously granted restricted stock awards.
F3Held by a trust of which Mr. Hellmann is investment trustee for the benefit of family members of Mr. Hellmann.
F4This option award was granted under the Plan and will vest in three equal annual installments, beginning February 27, 2016.
F5This Class B Common Stock is not registered pursuant to Section 12 of the Act. However, each share of Class B Common Stock is freely convertible into one share of Class A Common Stock.