SEC Form 4 · accession 0000899243-16-016990
Renewable Energy Group, Inc. · REGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary Haer
Officer — VP, Sales and Marketing
Period of report
Mar 28, 2016
Accepted (ET)
Mar 30, 2016 · 8:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001463258
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 28, 2016 | A | 8,748 | $0.00 | A | 58,183 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF2 | $9.06 | Mar 28, 2016 | A | 11,869 | A | — | — | Common Stock | 11,869 | 11,869 | D |
| Performance RightsF3 | — | Mar 28, 2016 | A | 8,613 | A | — | Mar 28, 2019 | Common Stock | 8,613 | 8,613 | D |
Explanation of responses
- F1Represents award of restricted stock units ("RSUs") that will vest in full on 3/28/2020, subject to continued service as an employee of Renewable Energy Group, Inc. (the "Company"). RSUs may be settled only for shares of common stock on a one-for-one basis.
- F2The Stock Appreciation Rights ("SARs") will vest with respect to 25% of the shares of common stock subject thereto on each of the four anniversaries following 3/28/2016, subject to continued service as an employee of the Company. The SARs shall cease to be exercisable (and if not previously exercised, shall terminate without the payment of any consideration therefore) on the earliest of (i) 3/28/2026, (ii) one year following the termination of employment with the Company by reason of death or disability, (iii) 90 days following any other termination of employment with the Company other than for cause and (iv) immediately prior to the termination of employment with the Company for cause.
- F3Each performance right represents a contingent right to receive one share of REGI common stock, subject to continued employment and other conditions. Half of the Performance Based RSUs will vest upon REGI's common stock price equal to or exceeding a market price of $11.74 per share during the applicable performance period, based on the volume-weighted average stock price during any 20 consecutive trading days. The other 50% of the Performance Based RSUs will vest upon REGI's common stock price equal to or exceeding a market price of $13.50 per share during the applicable performance period, based on the volume-weighted average stock price during any 20 consecutive trading days.