SEC Form 4 · accession 0001562180-17-003597
FERRO CORP · FOE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter T Thomas
Officer — Chairman, President and CEO · Director
Period of report
Nov 15, 2017
Accepted (ET)
Nov 16, 2017 · 4:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000035214
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 15, 2017 | M | 25,000 | $17.26 | A | 374,158 | D | |
| Common StockF1 | Nov 15, 2017 | S | 22,182 | $22.8295 | D | 351,976 | D | |
| Common Stock | holding | — | — | — | 1,174 | I | Investment Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $17.26 | Nov 15, 2017 | M | 25,000 | D | Feb 28, 2009 | Feb 28, 2018 | Common Stock | 25,000 | 0 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2017 | Common Stock | 124,200 | 124,200 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2018 | Common Stock | 158,200 | 158,200 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2019 | Common Stock | 103,500 | 103,500 | D |
| Phantom SharesF4 | — | holding | — | — | — | — | — | Common Stock | 107,293 | 107,293 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Feb 23, 2016 | Feb 23, 2016 | Common Stock | 32,800 | 32,800 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Apr 24, 2016 | Apr 24, 2016 | Common Stock | 17,480 | 17,480 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Feb 20, 2017 | Feb 20, 2017 | Common Stock | 46,100 | 46,100 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Dec 29, 2017 | Dec 29, 2017 | Common Stock | 100,000 | 100,000 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Feb 18, 2018 | Feb 18, 2018 | Common Stock | 49,700 | 49,700 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Feb 17, 2019 | Feb 17, 2019 | Common Stock | 63,300 | 63,300 | D |
| Restricted Share UnitF5 | $0.00 | holding | — | — | — | Feb 15, 2020 | Feb 15, 2020 | Common Stock | 41,400 | 41,400 | D |
| Stock Options (Right to Buy) | $15.16 | holding | — | — | — | Feb 24, 2012 | Feb 24, 2021 | Common Stock | 38,000 | 38,000 | D |
| Stock Options (Right to Buy) | $14.27 | holding | — | — | — | Feb 15, 2018 | Feb 15, 2027 | Common Stock | 123,300 | 123,300 | D |
| Stock Options (Right to Buy) | $13.09 | holding | — | — | — | Feb 20, 2015 | Feb 20, 2024 | Common Stock | 95,300 | 95,300 | D |
| Stock Options (Right to Buy) | $12.33 | holding | — | — | — | Feb 18, 2016 | Feb 18, 2025 | Common Stock | 107,300 | 107,300 | D |
| Stock Options (Right to Buy) | $9.60 | holding | — | — | — | Feb 17, 2017 | Feb 17, 2026 | Common Stock | 185,700 | 185,700 | D |
| Stock Options (Right to Buy) | $8.25 | holding | — | — | — | Feb 25, 2011 | Feb 25, 2020 | Common Stock | 45,000 | 45,000 | D |
| Stock Options (Right to Buy) | $7.02 | holding | — | — | — | Apr 24, 2014 | Apr 24, 2023 | Common Stock | 98,800 | 98,800 | D |
| Stock Options (Right to Buy) | $6.84 | holding | — | — | — | Feb 23, 2013 | Feb 23, 2022 | Common Stock | 45,500 | 45,500 | D |
| Stock Options (Right to Buy) | $5.29 | holding | — | — | — | Feb 21, 2014 | Feb 21, 2023 | Common Stock | 68,800 | 68,800 | D |
| Stock Options (Right to Buy) | $1.37 | holding | — | — | — | Feb 25, 2010 | Feb 25, 2019 | Common Stock | 20,033 | 20,033 | D |
Explanation of responses
- F1Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $22.76-$22.87. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
- F2Vests 6,250 share(s) on 28-Feb-2009, 6,250 share(s) on 28-Feb-2010, 6,250 share(s) on 28-Feb-2011, 457 share(s) on 28-Feb-2012
- F3Performance Share Units granted as a performance award, vesting based upon degree of acheivement of performance goal. At the end of the performance period, 50% of award is paid in common shares free of restrictions, and 50% is paid in cash. If the final amount is less than 100% of the share units, the balance is forfeited to the company.
- F4Represent phantom shares awarded under the Company's Supplemental Defined Contribution Plan for Executive Employees.
- F5The date reflected above as the Date Exercisable is the scheduled vesting date of the Restricted Share Units. Once vested, settlement of the Restricted Share Units and delivery of common shares is subject to an additional two-year holding period.