SEC Form 4 · accession 0001127602-18-034051

ASHLAND INC. · ASH

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

J Kevin Willis

Officer — Chief Financial Officer

Period of report

Nov 16, 2018

Accepted (ET)

Nov 20, 2018 · 9:13 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001674862

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Nov 16, 2018	M	1,739	$82.30	A	17,114	D
Common Stock	Nov 16, 2018	F	511	$82.30	D	16,603	D
Common Stock	Nov 16, 2018	S	1,227	$81.57	D	15,376	D
Common Stock	Nov 19, 2018	F	4,526	$80.32	D	10,850	D
Common Stock	Nov 19, 2018	M	2,002	$80.32	A	12,852	D
Common Stock	Nov 19, 2018	F	888	$80.32	D	11,964	D
Common Stock	Nov 19, 2018	M	3,799	$80.32	A	15,763	D
Common Stock	Nov 19, 2018	F	1,685	$80.32	D	14,078	D
Common Stock	Nov 19, 2018	S	1,228	$80.32	D	12,850	D
Common Stock	Nov 19, 2018	M	3,677	$80.32	A	16,527	D
Common Stock	Nov 19, 2018	F	1,631	$80.32	D	14,896	D
Common Stock^F7	holding	—	—		—	17,710	I	401(k)

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F8,F9	—	Nov 16, 2018	M	1,739	D	—	—	Common Stock	1,739	18,695	D
Restricted Stock Units^F8,F10	—	Nov 19, 2018	M	2,002	D	—	—	Common Stock	2,002	16,693	D
Restricted Stock Units^F8,F11	—	Nov 19, 2018	M	3,799	D	—	—	Common Stock	3,799	12,894	D
Restricted Stock Units^F8,F12	—	Nov 19, 2018	M	3,677	D	—	—	Common Stock	3,677	9,217	D

Explanation of responses

F1Payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units referenced in footnote 9 below, acquired pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3.
F10Grant of Restricted Stock Units, pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3. The shares in this grant will vest in three equal annual installments beginning one year from the date of grant, provided that the Reporting Person remains in continuous employment with the Issuer.
F11One third of the Reporting Persons 2016-2018 performance units converted to time-based stock-settled Restricted Stock Units at target and vests three years from the original grant date of 11/18/2015.
F12Two thirds of the Reporting Persons 2016-2018 performance units converted to time-based stock-settled Restricted Stock Units based on performance of the 2016-2018 LTIP Plan and vests three years from the original grant date of 11/18/2015.
F2The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 5, 2018.
F3Payment of tax liability by withholding securities incident to the vesting of Restricted Common Stock, acquired pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3.
F4Payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units referenced in footnote 10 below, acquired pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3.
F5Payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units referenced in footnote 11 below, acquired pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3.
F6Payment of tax liability by withholding securities incident to the vesting of Restricted Stock Units referenced in footnote 12 below, acquired pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3.
F7Based on Employee Savings Plan information as of October 31, 2018, the latest date for which such information is reasonably available.
F8Each Restricted Stock Unit represents a right to receive one (1) share of Ashland Common Stock.
F9Grant of Restricted Stock Units, pursuant to Ashland's incentive plan as approved by the shareholders and exempt pursuant to Rule 16b-3. The shares in this grant will vest in three equal annual installments beginning one year from the date of grant, provided that the Reporting Person remains in continuous employment with the Issuer.