SEC Form 4 · accession 0001104659-19-012888
CLOUD PEAK ENERGY INC. · CLD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Amy Clemetson
Officer — Senior VP, Human Resources
Period of report
Mar 4, 2019
Accepted (ET)
Mar 5, 2019 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001441849
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Mar 4, 2019 | M | 7,055 | $0.47 | A | 13,988 | D | |
| Common StockF2,F3 | Mar 4, 2019 | F | 2,424 | $0.47 | D | 11,564 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F4 | — | Mar 4, 2019 | M | 7,055 | D | — | — | Common Stock | 7,055 | 36,404 | D |
Explanation of responses
- F1Reflects the number of shares of common stock issued by the Issuer in connection with the vesting of 2016 restricted stock units ("RSUs") granted on March 4, 2016.
- F2Reflects the number of shares of common stock withheld by the Issuer in satisfaction of the Reporting Person's tax withholding obligation upon the vesting of 2016 RSUs.
- F3This total does not include RSUs granted to the Reporting Person in 2017 or 2018 as vested RSUs may be paid in shares, cash or a combination of shares and cash, in the discretion of the Compensation Committee.
- F4Each 2016 RSU represented a contingent right to receive the value of one share of Cloud Peak Energy Inc. ("CPE") common stock. The RSUs vested 3 years from the date of grant (which was March 4, 2016). The performance share units that were also granted on March 4, 2016 did not vest and were cancelled based on CPE relative total shareholder return.
- F5Reflects RSUs granted to the Reporting Person in 2017 and 2018.