SEC Form 4 · accession 0001209191-16-156136

GENESEE & WYOMING INC · GWR

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

Reporting owner

Director

Period of report

Dec 16, 2016

Accepted (ET)

Dec 20, 2016 · 5:04 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	Dec 16, 2016	C	28,000	—	A	53,677	D
Class A Common Stock, $.01 par value^F2,F3	Dec 20, 2016	S	28,000	$71.44	D	25,677	D
Class A Common Stock, $.01 par value^F4	holding	—	—		—	28,530	I	By trust
Class A Common Stock, $0.01 par value^F5	holding	—	—		—	226	I	By wife

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock, $.01 par value^F6	—	Dec 16, 2016	C	28,000	D	—	—	Class A Common Stock, $.01 par value	28,000	638,573	D
Class B Common Stock, $.01 par value^F4,F6	—	holding	—	—	—	—	—	Class A Common Stock, $.01 par value	—	54,000	I
Class B Common Stock, $.01 par value^F4,F5,F6	—	holding	—	—	—	—	—	Class A Common Stock, $.01 par value	—	2,748	I

F1The shares were received upon conversion of Class B Common Stock. Each share of Class B Common Stock is convertible into one share of Class A Common Stock.
F2The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported in this Form 4.
F3Represents the weighted average sales price for the price increments ranging from $71.02 to $71.98.
F4Held by trusts of which Mr. Fuller is trustee for the benefit of members of Mr. Fuller's family. Mr. Fuller disclaims beneficial ownership of these shares.
F5These shares are held by Mr. Fuller's wife. Mr. Fuller disclaims beneficial ownership of these shares.
F6This 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.