SEC Form 4 · accession 0001209191-15-021262
LANXESS Solutions US Inc. · CHMT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Billie S. Flaherty
Officer — EVP, Gnrl. Counsel & Secretary
Period of report
Feb 27, 2015
Accepted (ET)
Mar 3, 2015 · 4:26 pm EST
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 StockF1 | Feb 27, 2015 | S | 7,005 | $26.15 | D | 75,794 | D | |
| Common StockF1 | Feb 27, 2015 | M | 19,451 | $16.03 | A | 95,245 | D | |
| Common StockF1,F2 | Feb 27, 2015 | S | 19,451 | $26.17 | D | 75,794 | D | |
| Common StockF3 | Mar 1, 2015 | A | 10,476 | $0.00 | A | 86,270 | D | |
| Common Stock | Mar 1, 2015 | F | 5,823 | $26.25 | D | 80,447 | D |
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)F4 | $16.03 | Feb 27, 2015 | M | 19,451 | D | — | Mar 10, 2021 | Common Stock | 19,451 | 10,168 | D |
| Performance SharesF5 | — | Mar 1, 2015 | A | 10,476 | A | — | Mar 1, 2018 | Common Stock | 10,476 | 10,476 | D |
Explanation of responses
- F1The option exercise and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.04 to $26.26, inclusive. The reporting person undertakes to provide Chemtura Corporation, any security holder of Chemtura Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within.
- F3Grant of restricted stock units. The restricted stock units vest in three equal installments: March 1, 2016; March 1, 2017; and March 1, 2018.
- F4This option, which initially represented a right to purchase a total of 57,975 shares (8,905 and 19,451 of which were purchased on August 4, 2014 and December 16, 2014, respectively), became exercisable in three equal installments on March 10, 2011; March 31, 2012; and March 31, 2013.
- F5Grant of performance shares. Each performance share represents a contingent right to receive between 0 and 2 shares of Chemtura Corporation common stock. The number of shares reported represents the target amount. The actual number of shares to be delivered will be based on Chemtura Corporation's total shareholder return over the three-year vesting period relative to all companies in the Dow Jones US Chemical Index and could equal 200% of the target amount. The performance shares will settle as soon as practicable after December 31, 2017 but no later than March 1, 2018.