SEC Form 5 · accession 0001140361-15-003079
LSB INDUSTRIES, INC. · LXU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Barry H Golsen
Officer — President and COO · Director · 10% Owner
Period of report
Dec 31, 2014
Accepted (ET)
Jan 29, 2015 · 10:30 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000060714
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F4 | Nov 18, 2014 | G | 29 | $0.00 | D | 35,192 | I | By GFLLC |
| Common StockF3,F5 | Nov 18, 2014 | G | 238 | $0.00 | D | 277,091 | I | By SBL |
| Common Stock | holding | — | — | — | 2,744 | D | ||
| Common StockF1 | holding | — | — | — | 289,723 | I | By Trust | |
| Common StockF2 | holding | — | — | — | 533 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B PreferredF3,F4,F6 | — | holding | — | — | — | — | — | Common Stock | 17,061 | 512 | I |
| Series B PreferredF3,F5,F6 | — | holding | — | — | — | — | — | Common Stock | 90,666 | 2,720 | I |
| Series D PreferredF3,F4,F7 | — | holding | — | — | — | — | — | Common Stock | 5,296 | 21,183 | I |
| Series D PreferredF3,F5,F7 | — | holding | — | — | — | — | — | Common Stock | 42,500 | 170,000 | I |
Explanation of responses
- F1These shares are owned of record by the reporting person's revocable trust, of which the reporting person is the settlor and trustee and holds a pecuniary interest in the trust's holdings and transactions.
- F2These shares of common stock are owned of record by the reporting person's spouse. The reporting person disclaims beneficial ownership of the shares owned by his spouse.
- F3The amount of Issuer securities shown as beneficially owned by the reporting person is based on the reporting person's proportionate ownership in (1) Golsen Family, L.L.C. ("GFLLC"), which is comprised of (a) GFLLC's direct ownership of Issuer securities and (b) GFLLC's indirect ownership of Issuer securities through its proportionate ownership in SBL, L.L.C. ("SBL"), and (2) SBL, which is comprised of (a) SBL's direct ownership of Issuer securities and (b) SBL's indirect ownership of Issuer securities through GPC. The reporting person disclaims beneficial ownership of the Issuer securities held by GFLLC, except to the extent of his pecuniary interest therein.
- F4Golsen Family, L.L.C. ("GFLLC") is owned by Jack E. Golsen, chief executive officer and chairman of the board of the Issuer, through his revocable trust (43.516%) and another trust (43.516%), his sons, Barry Golsen, a director and the president of the Issuer (4.323%), and Steven Golsen, an executive officer of a subsidiary of the Issuer (4.323%), and his daughter, Linda Rappaport (4.323%). The Issuer securities reported as beneficially owned by GFLLC include the shares beneficially owned by GFLLC through SBL (see footnote 5). The reporting person disclaims beneficial ownership of the Issuer securities held by GFLLC, except to the extent of his pecuniary interest therein.
- F5SBL, L.L.C. ("SBL") is owned by GFLLC (49%), Barry Golsen (17%), Steven Golsen (17%), and Linda Rappaport (17%). Golsen Petroleum Corporation ("GPC") is a wholly owned subsidiary of SBL. The amount shown in Table I includes 1,345,999 shares of common stock owned directly by SBL and 83,955 shares of common stock owned directly by GPC; 200,000 of these shares have been pledged as collateral. The amount shown in Table II includes 12,000 shares of the Issuer's Series B Preferred owned by SBL and 4,000 shares of the Issuer's Series B Preferred owned directly by GPC. Voting and dispositive power over the securities held by SBL and GPC is shared by Jack E. Golsen, who is the chief executive officer and chairman of the board of the Issuer, and Barry Golsen, a director and the president of the Issuer. Although Barry Golsen shares voting and dispositive power over the securities held by SBL and GPC, only his pecuniary interest in such securities is reported herein.
- F6Each share of the Issuer's Series "B" 12% Cumulative Preferred Stock is convertible, at the option of the holder into 33.3333 shares of the Issuer's common stock. Each share is convertible as long as such is outstanding.
- F7The Issuer's Series "D" 6% Cumulative, Convertible Class C Preferred Stock is convertible at the option of the holder into the Issuer's common stock at the rate of four shares of Preferred "D" for one share of common stock. Each share is convertible as long as such is outstanding.