SEC Form 4/A · accession 0001209191-15-014536
Arq, Inc. · ARQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Michael D Durham
Officer — President and CEO · Director
Period of report
Aug 22, 2014
Accepted (ET)
Feb 17, 2015 · 4:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001515156
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Aug 22, 2014 | M | 98,020 | $4.30 | A | 583,756 | D | |
| Common StockF4,F5,F3 | Aug 22, 2014 | F | 50,939 | $21.00 | D | 532,817 | D | |
| Common StockF6 | holding | — | — | — | 2,750 | I | Held by spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF7,F10,F8,F9 | $4.30 | Aug 22, 2014 | M | 98,020 | D | Jan 8, 2009 | Aug 23, 2014 | Common Stock | 98,020 | 0 | D |
Explanation of responses
- F1Represents the total number of underlying shares issued pursuant to the exercise of the stock option (the "Stock Option") granted to the reporting person on August 23, 2004 pursuant to the Company's 2004 Executive Stock Option Plan.
- F10The Stock Options were granted for services to be rendered to the Company by the reporting person.
- F2Represents the exercise price of the Stock Option.
- F3Of the amount shown, 112,900 shares are held in the qualified pension plan account of the reporting person, which number was incorrectly reported on previous filings by 144 shares on a stock split-adjusted basis due to an administrative error that occurred in February 2009. Additionally, of the amount shown, 51,372 shares were issued pursuant to a program under the Company's Amended and Restated 2007 Equity Incentive Plan, as amended, are not fully vested and are subject to certain repurchase rights. These total ownership figures are also corrected from previous filings to reflect gifts of shares made by the reporting person between April 2012 and November 2013, the details of which are reported on a Form 5 for the fiscal year ended Decenber 31, 2014 filed on the same date as this amendment.
- F4Represents 20,071 shares withheld to cover the exercise price of the Stock Option and 30,868 shares withheld to satisfy minimum statutory tax withholding obligations upon exercise of the Stock Option.
- F5Fair market value of the shares, as of the market closing price on August 21, 2014, which is the day prior to the exercise of the Stock Option.
- F6The previous filing incorrectly omitted shares indirectly held by the reporting person.
- F7The previous filing inadvertently placed the amount of shares exercised under the "Acquired" column.
- F8Represents the date to which vesting of the Stock Option was accelerated, as approved by the Company's Board of Directors.
- F9Represents the amount of underlying shares subject to the full exercise of the Stock Option.