SEC Form 4 · accession 0001179110-15-014597
ECOLAB INC. · ECL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Douglas M Baker Jr.
Officer — Chairman and CEO · Director
Period of report
Nov 4, 2015
Accepted (ET)
Nov 6, 2015 · 4:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000031462
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jul 16, 2015 | G | 8,750 | $0.00 | D | 341,648 | D | |
| Common Stock | Jul 16, 2015 | G | 8,750 | $0.00 | A | 21,165 | I | By Wife |
| Common Stock | Aug 6, 2015 | G | 2,575 | $0.00 | D | 339,073 | D | |
| Common Stock | Aug 6, 2015 | G | 2,575 | $0.00 | A | 72,500 | I | By Douglas M. Baker, Jr. 2012 Irrevocable Trust |
| Common Stock | Aug 6, 2015 | G | 1,950 | $0.00 | D | 19,215 | I | By Wife |
| Common Stock | Aug 7, 2015 | G | 430 | $0.00 | D | 338,643 | D | |
| Common Stock | Nov 4, 2015 | M | 210,500 | $35.63 | A | 549,143 | D | |
| Common Stock | Nov 4, 2015 | F | 134,085 | $119.08 | D | 415,058 | D | |
| Common StockF2 | Nov 6, 2015 | S | 42,500 | $116.9687 | D | 372,558 | D | |
| Common StockF3 | holding | — | — | — | 5,390 | I | By Ecolab Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $35.63 | Nov 4, 2015 | M | 210,500 | D | Dec 3, 2009 | Dec 3, 2018 | Common Stock | 210,500 | 210,500 | D |
Explanation of responses
- F1Reflects the reporting person's payment of the exercise price and withholding taxes for a stock option issued in accordance with Rule 16b-3 by delivering or withholding shares of Ecolab common stock.
- F2This transaction was executed in multiple trades at prices ranging from $116.80 to $117.19. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2015. Includes 44.533 UNITS acquired since the reporting person's last report. (The 5,390.02 UNITS are the equivalent of approximately 9,946 SHARES of the issuer's Common Stock.)
- F4Option granted under the Ecolab Inc. 2005 Stock Incentive Plan on December 3, 2008. The option became exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining option shares on the third anniversary of the date of grant.