SEC Form 4 · accession 0000899243-17-010801
LANXESS Solutions US Inc. · CHMT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey D Benjamin
Director
Period of report
Apr 21, 2017
Accepted (ET)
Apr 24, 2017 · 9:25 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001091862
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 21, 2017 | D | 41,158 | $33.50 | D | 0 | D | |
| Common StockF2 | Apr 21, 2017 | D | 5,000 | $33.50 | D | 0 | I | By the Jeffrey Benjamin 2009 Family Trust |
| Common StockF3 | Apr 21, 2017 | D | 50,000 | $33.50 | D | 0 | I | By the Jeffrey Benjamin 2012 Family Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 25, 2016, Chemtura Corporation (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Lanxess Deutschland GmbH ("Lanxess") and LANXESS Solutions US Inc. (f/k/a LANXESS Additives Inc.) ("Merger Subsidiary"), pursuant to which Merger Subsidiary will merge (the "Merger") with and into the Company, whereupon the existence of Merger Subsidiary will cease and the Company will become the surviving corporation and a wholly-owned subsidiary of Lanxess. The Merger became effective on April 21, 2017 (the "Effective Time"). Pursuant to the Merger Agreement, each share of the Company's common stock, par value $0.01, outstanding immediately prior to the Effective Time was converted into the right to receive $33.50 in cash, without interest.
- F2These shares are held in a trust for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F3These shares are held in a trust for the benefit of the reporting person's spouse and children. Neither the reporting person nor his spouse is the trustee. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.