SEC Form 4 · accession 0001562180-19-001274
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
Feb 20, 2019
Accepted (ET)
Feb 22, 2019 · 4:25 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 | Feb 20, 2019 | F | 2,066 | $17.61 | D | 166,565 | D | |
| Common StockF1 | Feb 20, 2019 | M | 8,100 | $0.00 | A | 174,665 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitF2 | $0.00 | Feb 20, 2019 | A | 16,900 | A | — | Dec 31, 2021 | Common Stock | 16,900 | 16,900 | D |
| Restricted Share UnitF1,F3 | $0.00 | Feb 20, 2019 | M | 8,100 | D | Feb 20, 2017 | Feb 20, 2017 | Common Stock | 8,100 | 0 | D |
| Restricted Stock UnitF3 | $0.00 | Feb 20, 2019 | A | 6,700 | A | Feb 20, 2022 | Feb 20, 2022 | Common Stock | 6,700 | 6,700 | D |
| Stock Options (Right to Buy)F4 | $17.89 | Feb 20, 2019 | A | 25,900 | A | — | Feb 20, 2029 | Common Stock | 25,900 | 25,900 | D |
| Performance Share UnitF2 | $0.00 | holding | — | — | — | — | Dec 31, 2018 | Common Stock | 27,700 | 27,700 | D |
| Performance Share UnitF2 | $0.00 | holding | — | — | — | — | Dec 31, 2019 | Common Stock | 18,100 | 18,100 | D |
| Performance Share UnitF2 | $0.00 | holding | — | — | — | — | Dec 31, 2020 | Common Stock | 11,500 | 11,500 | D |
| Phantom SharesF5 | $0.00 | holding | — | — | — | — | — | Common Stock | 34,632 | 34,632 | D |
| Restricted Share UnitF3 | $0.00 | holding | — | — | — | Feb 18, 2018 | Feb 18, 2018 | Common Stock | 8,700 | 8,700 | D |
| Restricted Share UnitF3 | $0.00 | holding | — | — | — | Feb 17, 2019 | Feb 17, 2019 | Common Stock | 11,100 | 11,100 | D |
| Restricted Share UnitF3 | $0.00 | holding | — | — | — | Feb 15, 2020 | Feb 15, 2020 | Common Stock | 7,200 | 7,200 | D |
| Restricted Share UnitF3 | $0.00 | holding | — | — | — | Feb 21, 2021 | Feb 21, 2021 | Common Stock | 4,600 | 4,600 | D |
| Stock Options (Right to Buy)F6 | $22.01 | holding | — | — | — | — | 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
- F1Restricted share units convert into Common Stock on a one-to-one basis.
- F2Performance 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.
- F3The 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.
- F433+% per year for 3 years beginning on 20-Feb-2020
- F5Represent phantom shares awarded under the Company's Supplemental Defined Contribution Plan for Executive Employees.
- F633+% per year for 3 years beginning on 21-Feb-2019