SEC Form 4 · accession 0001225208-16-037649
DOW CHEMICAL CO /DE/ · DOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew N Liveris
Officer — CEO and Chairman · Director
Period of report
Aug 5, 2016
Accepted (ET)
Aug 9, 2016 · 4:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000029915
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CommonF1 | Aug 5, 2016 | M | 4,322 | $0.00 | A | 196,032 | D | |
| Common | Aug 5, 2016 | D | 4,322 | $53.64 | D | 191,710 | D | |
| Common | holding | — | — | — | 1,507 | I | By 401(k) Plan | |
| Common | holding | — | — | — | 3,302 | I | By 401(k) Plan ESOP | |
| Common | holding | — | — | — | 812,300 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF1 | — | Aug 5, 2016 | M | 4,322 | D | — | — | Common | 4,322 | 0 | D |
Explanation of responses
- F1Settlement of phantom stock units in respect of deferrals and associated earnings in The Dow Chemical Company Elective Deferral Plan (EDP) made on or before December 31, 2004. The proposed Dow-DuPont merger is considered a Change in Control and phantom stock units are to be settled in cash and distributed to the reporting person within 30 days of shareholder approval of the merger which occurred on July 20, 2016. The phantom stock was distributed to the reporting person on August 5, 2016. Each phantom stock unit was the economic equivalent of one share of Dow common stock.