SEC Form 4 · accession 0000045876-18-000045
HARSCO CORP · HSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott H Gerson
Officer — SVP and Group Pres.Industrial
Period of report
Mar 2, 2018
Accepted (ET)
Mar 6, 2018 · 4:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000045876
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $1.25 par value | Mar 3, 2018 | M | 2,676 | $0.00 | A | 22,287 | D | |
| Common Stock, $1.25 par value | Mar 3, 2018 | F | 1,279 | $19.80 | D | 21,008 | D | |
| Common Stock | holding | — | — | — | 12,138 | I | by Managed Account |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Mar 3, 2018 | M | 2,676 | D | — | — | Common Stock | 2,676 | 32,987 | D |
| Restricted Stock UnitF3 | — | Mar 2, 2018 | A | 6,581 | A | — | — | Common Stock | 6,581 | 39,568 | D |
| Stock Appreciation RightsF4 | $19.80 | Mar 2, 2018 | A | 14,225 | A | — | Mar 2, 2028 | Common Stock | 14,225 | 14,225 | D |
| Performance Share UnitsF5 | — | Mar 2, 2018 | A | 6,581 | A | — | Dec 31, 2020 | Common Stock | 6,581 | 6,581 | D |
Explanation of responses
- F1Restricted Stock Units convert into common stock on a one-for-one basis.
- F2On March 3, 2017 the reporting person was granted 8,030 restricted stock units of which one-third vested on the first anniversary of the grant date.
- F3Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right to receive Harsco common stock on a one-for-one basis when the restricted stock units vest. The restricted stock units vest in one-third increments on each of the first three anniversaries of the date of the grant.
- F4The stock appreciation rights vest in one-third increments on each of the first three anniversaries of the date of grant.
- F5Each performance share unit represents a contingent right to receive the equivalent of one share of Harsco common stock. The performance share units vest based on the total shareholder return of Harsco common stock relative to the S&P 600 Industrial Index. The performance share units vest on 12/31/2020.