SEC Form 4 · accession 0001243786-15-000101
MOSAIC CO · MOS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert L Lumpkins
Director
Period of report
Apr 8, 2015
Accepted (ET)
May 15, 2015 · 4:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001285785
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 8, 2015 | G | 8,575 | $0.00 | D | 0 | D | |
| Common Stock | Apr 8, 2015 | G | 7,875 | $0.00 | D | 0 | I | Robert L. Lumpkins Revocable Trust |
| Common StockF2 | Apr 8, 2015 | G | 16,450 | $0.00 | A | 16,450 | I | By GRAT #6 dated April 2, 2015 |
| Common StockF1 | holding | — | — | — | 3,031 | I | By GRAT #5 dated June 25, 2012 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F8,F5 | $0.00 | May 14, 2015 | A | 5,707 | A | — | — | Common Stock | 5,707 | 5,707 | D |
| Restricted Stock UnitsF3,F4,F5 | $0.00 | holding | — | — | — | — | — | Common Stock | 4,719 | 4,719 | D |
| Restricted Stock UnitsF3,F6,F5 | $0.00 | holding | — | — | — | — | — | Common Stock | 3,350 | 3,350 | D |
| Restricted Stock UnitsF3,F7,F5 | $0.00 | holding | — | — | — | — | — | Common Stock | 5,274 | 5,274 | D |
Explanation of responses
- F1On July 15, 2014, the reporting person indirectly held 5,977 shares of MOS common stock in a grantor retained annuity trust for the benefit of himself and his daughter ("GRAT #5). On that date, 2,946 of the shares were distributed by GRAT #5 to the Robert L. Lumpkins Revocable Trust in satisfaction of an annuity to the reporting person and was exempt from reporting under Rule 16a-13, following which 5,977 shares remained held by GRAT #5.
- F2This transaction involved a gift of securities by the reporting person and the reporting person and reporting person's spouse as trustees of the Robert L. Lumpkins Revocable Trust to a grantor retained annuity trust dated April 2, 2015, for the benefit of reporting person and his daughter ("GRAT #6"). The reporting person's spouse serves as trustee of GRAT #6.
- F3One-for-One
- F4The restricted stock units vested on October 4, 2013. Vested shares will be delivered to the reporting person on October 4, 2015.
- F5Not Applicable
- F6The restricted stock units vested on May 15, 2014. Vested shares will be delivered to the reporting person on October 3, 2016.
- F7The restricted stock units vested on May 14, 2015. Vested shares will be delivered to the reporting person on May 15, 2017.
- F8The restricted stock units will vest on the date of the issuer's 2016 Annual Meeting of Stockholders. Vested shares will be delivered to the reporting person on May 14, 2018.