SEC Form 4 · accession 0000950103-19-003080
FMC CORP · FMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul W Graves
Officer — Executive Vice President
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 4:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000037785
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 1, 2019 | D | 14,118 | — | D | 68,087 | D |
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 | $59.47 | Mar 1, 2019 | D | 12,246 | D | Feb 18, 2016 | Feb 18, 2023 | Common Stock | 12,246 | 0 | D |
| Stock Option (Right to Buy)F2 | $72.93 | Mar 1, 2019 | D | 10,252 | D | Feb 17, 2017 | Feb 17, 2024 | Common Stock | 10,252 | 0 | D |
| Stock Option (Right to Buy)F2 | $63.41 | Mar 1, 2019 | D | 13,986 | D | Feb 27, 2018 | Feb 27, 2025 | Common Stock | 13,986 | 0 | D |
| Stock Option (Right to Buy)F2 | $57.63 | Mar 1, 2019 | D | 18,591 | D | Feb 27, 2020 | Feb 27, 2027 | Common Stock | 18,591 | 0 | D |
| Stock Option (Right to Buy)F2 | $85.24 | Mar 1, 2019 | D | 11,983 | D | Feb 15, 2021 | Feb 15, 2028 | Common Stock | 11,983 | 0 | D |
Explanation of responses
- F1Represents the conversion of restricted stock units ("FMC RSUs") with respect to shares of common stock of FMC Corporation ("FMC"), par value $0.10 per share ("FMC Common Stock"), held by the Reporting Person as of March 1, 2019, into restricted stock units with respect to shares of common stock of Livent Corporation ("Livent"), par value $0.001 per share ("Livent Common Stock"), in accordance with the terms of the Amended and Restated Employee Matters Agreement, dated as of February 4, 2019, by and between FMC and Livent ("EMA") and the anti-dilution adjustment provisions under the FMC Incentive Compensation and Stock Plan ("FMC Plan"), in connection with the prorata spinoff distribution ("Distribution") by FMC of all of its shares of Livent Common Stock to the holders of record of FMC Common Stock on February 25, 2019.
- F2Represents the conversion of stock options to purchase FMC Common Stock ("FMC Options") into stock options to purchase Livent Common Stock ("Livent Options"), in accordance with the terms of the EMA and the anti-dilution adjustment provisions under the FMC Plan, in connection with the Distribution.