SEC Form 4 · accession 0001562180-18-003480
FERRO CORP · FOE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Hugo Duesenberg
Officer — General Counsel
Period of report
Aug 1, 2018
Accepted (ET)
Aug 3, 2018 · 4:02 pm EDT
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 | Aug 1, 2018 | M | 11,000 | $1.37 | A | 179,631 | D | |
| Common StockF2 | Aug 1, 2018 | S | 11,000 | $22.4896 | D | 168,631 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy) | $1.37 | Aug 1, 2018 | M | 11,000 | D | Feb 25, 2010 | Feb 25, 2019 | Common Stock | 11,000 | 0 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2018 | Common Stock | 27,700 | 27,700 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2019 | Common Stock | 18,100 | 18,100 | D |
| Performance Share UnitF3 | $0.00 | holding | — | — | — | — | Dec 31, 2020 | Common Stock | 11,500 | 11,500 | D |
| Phantom SharesF4 | — | holding | — | — | — | — | — | Common Stock | 30,632 | 30,632 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Feb 20, 2017 | Feb 20, 2017 | Common Stock | 8,100 | 8,100 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Feb 18, 2018 | Feb 18, 2018 | Common Stock | 8,700 | 8,700 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Feb 17, 2019 | Feb 17, 2019 | Common Stock | 11,100 | 11,100 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Feb 15, 2020 | Feb 15, 2020 | Common Stock | 7,200 | 7,200 | D |
| Restricted Share Unit | $0.00 | holding | — | — | — | Feb 21, 2021 | Feb 21, 2021 | Common Stock | 4,600 | 4,600 | D |
| Stock Options (Right to Buy) | $22.01 | holding | — | — | — | Feb 21, 2019 | Feb 21, 2028 | Common Stock | 15,100 | 15,100 | D |
| Stock Options (Right to Buy) | $15.16 | holding | — | — | — | Feb 24, 2012 | Feb 24, 2021 | Common Stock | 32,300 | 32,300 | D |
| Stock Options (Right to Buy) | $14.27 | holding | — | — | — | Feb 15, 2018 | Feb 15, 2027 | Common Stock | 21,600 | 21,600 | D |
| Stock Options (Right to Buy) | $13.09 | holding | — | — | — | Feb 20, 2015 | Feb 20, 2024 | Common Stock | 16,700 | 16,700 | D |
| Stock Options (Right to Buy) | $12.33 | holding | — | — | — | Feb 18, 2016 | Feb 18, 2025 | Common Stock | 18,800 | 18,800 | D |
| Stock Options (Right to Buy) | $9.60 | holding | — | — | — | Feb 17, 2017 | Feb 17, 2026 | Common Stock | 32,500 | 32,500 | D |
| Stock Options (Right to Buy) | $8.25 | holding | — | — | — | Feb 25, 2011 | Feb 25, 2020 | Common Stock | 35,000 | 35,000 | D |
| Stock Options (Right to Buy) | $6.84 | holding | — | — | — | Feb 23, 2013 | Feb 23, 2022 | Common Stock | 36,100 | 36,100 | D |
| Stock Options (Right to Buy) | $5.29 | holding | — | — | — | Feb 21, 2014 | Feb 21, 2023 | Common Stock | 57,300 | 57,300 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by Mr. Duesenberg.
- F2Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $22.44-$22.60. 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.
- F3Performance Share Units granted as a performance award, vesting based upon degree of achievement 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.