SEC Form 4 · accession 0001159297-15-000039
MEADWESTVACO Corp · MWV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Susan J Kropf
Director
Period of report
Jul 1, 2015
Accepted (ET)
Jul 6, 2015 · 2:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001159297
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 1, 2015 | D | 5,875 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF1,F2 | — | Jul 1, 2015 | D | 49,820 | D | — | — | Common Stock | 49,820 | 0 | D |
Explanation of responses
- F1MeadWestvaco Corporation ("MWV") has entered into the Second Amended and Restated Business Combination Agreement, dated as of April 17, 2015 and amended as of May 5, 2015 (the "BCA") by and among WestRock Company ("WestRock"), MWV, Rock-Tenn Company, Rome Merger Sub, Inc. and Milan Merger Sub, LLC, pursuant to which MWV become a wholly owned subsidiary of WestRock (the "Merger"). Each share of MWV common stock was disposed of pursuant to the BCA, in exchange or 0.78 shares of WestRock common stock, with cash paid in lieu of frantional shares.
- F2The phantom stock converts into common stock on a one-for-one basis and is payable in common stock upon the reporting person's termination of a service as a Director.