SEC Form 4 · accession 0001179110-16-029033
ECOLAB INC. · ECL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas W Handley
Officer — President and COO
Period of report
Aug 24, 2016
Accepted (ET)
Aug 26, 2016 · 6:21 pm EDT
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 StockF1 | May 24, 2016 | G | 717 | $0.00 | D | 717 | I | By GRAT No. 1 |
| Common Stock | May 24, 2016 | G | 717 | $0.00 | A | 717 | I | By child #1 trust |
| Common Stock | May 24, 2016 | G | 717 | $0.00 | D | 0 | I | By GRAT No. 1 |
| Common Stock | May 24, 2016 | G | 717 | $0.00 | A | 717 | I | By child #2 trust |
| Common StockF1,F2 | Aug 24, 2016 | M | 20,000 | $35.63 | A | 95,986 | D | |
| Common Stock | Aug 24, 2016 | F | 12,668 | $121.865 | D | 83,318 | D | |
| Common StockF2 | holding | — | — | — | 27,675 | I | By GRAT No. 2 | |
| Common StockF4 | holding | — | — | — | 553 | 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)F5 | $35.63 | Aug 24, 2016 | M | 20,000 | D | Dec 3, 2009 | Dec 3, 2018 | Common Stock | 20,000 | 0 | D |
Explanation of responses
- F1The reporting person is trustee and sole annuitant of GRAT No. 1, a grantor retained annuity trust. On March 9, 2016 and March 10, 2016, GRAT No. 1 distributed 17,715 shares and 28.155 shares, respectively, of Ecolab Inc. common stock out of the 19,177.155 shares then held by GRAT No. 1 to the reporting person as an annuity payment.
- F2The reporting person is trustee and sole annuitant of GRAT No. 2, a grantor retained annuity trust. On August 12, 2016 , GRAT No. 2 distributed 24,100 shares of Ecolab Inc. common stock out of the 51,775 shares then held by GRAT No. 2 to the reporting person as an annuity payment.
- F3Reflects 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 Inc. common stock.
- F4Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of July 31, 2016. Includes 3.221 UNITS acquired since the reporting person's last report. (The 553.133 UNITS are the equivalent of approximately 1,019 SHARES of Ecolab Inc. common stock.)
- F5Option granted on December 3, 2008 under the Ecolab Inc. 2005 Stock Incentive Plan. 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 shares on the third anniversary of the date of grant.