SEC Form 4 · accession 0000054480-19-000048

KANSAS CITY SOUTHERN · KSU

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — President & CEO

Period of report

Feb 8, 2019

Accepted (ET)

Feb 11, 2019 · 5:30 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000054480

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 5, 2019	G	1,540	$0.00	D	104,178	D
Common Stock^F1	Feb 7, 2019	G	140	$0.00	D	104,038	D
Common Stock^F1	Feb 8, 2019	A	1,782	$0.00	A	105,820	D
Common Stock	holding	—	—		—	254	I	By 401(k) & P/S Plan

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F2	$35.41	holding	—	—	—	—	Feb 29, 2020	Common Stock	6,850	6,850	D
Employee Stock Option (Right to Buy)^F3	$52.62	holding	—	—	—	—	Feb 22, 2021	Common Stock	6,950	6,950	D
Employee Stock Option (Right to Buy)^F3	$66.99	holding	—	—	—	—	Feb 21, 2022	Common Stock	4,690	4,690	D
Employee Stock Option (Right to Buy)^F3	$97.77	holding	—	—	—	—	Feb 20, 2023	Common Stock	3,666	3,666	D
Employee Stock Option (Right to Buy)^F3	$94.23	holding	—	—	—	—	Feb 19, 2024	Common Stock	3,876	3,876	D
Employee Stock Option (Right to Buy)^F3	$119.35	holding	—	—	—	—	Feb 17, 2025	Common Stock	5,652	5,652	D
Employee Stock Option (Right to Buy)^F3	$82.71	holding	—	—	—	—	Feb 18, 2026	Common Stock	13,120	13,120	D
Employee Stock Option (Right to Buy)^F3	$86.89	holding	—	—	—	—	Feb 16, 2027	Common Stock	29,763	29,763	D
Employee Stock Option (Right to Buy)^F3	$105.83	holding	—	—	—	—	Mar 5, 2028	Common Stock	29,821	29,821	D

F114,582 of these shares represent performance shares that were earned on Janaury 30, 2019 when the KCS Compensation and Organization Committee determined that the performance goals were met. These performance shares will not vest until February 22, 2019 contingent upon continued employment by the reporting person through that date. Until these shares vest, the reporting person does not have the right to vote, receive, or be entitled to receive, cash or non-cash dividends or any other beneficial rights as a shareholder of the Company.
F2Prior to March 1, 2013, this option may become exercisable in 1/3 increments if the daily closing price of Kansas City Southern's common stock on the New York Stock Exchange is greater than or equal to $38.95, $42.85, and $47.14, respectively, for at least 30 consecutive trading days. The first target was met and 4,567 of these options became exercisable on November 19, 2010. The second target was met and 4,567 of these options became exercisable on December 8, 2010. The third target was met and 4,566 of these options became exercisable on January 7, 2011.
F3These options become exercisable in three equal installments beginning on the first anniversary of the date of grant.