SEC Form 4/A · accession 0001209191-16-146498
OLIN Corp · OLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
James A Varilek
Officer — President, CAV & Services
Period of report
Oct 5, 2015
Accepted (ET)
Oct 20, 2016 · 4:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000074303
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock $1 par valueF1 | Oct 5, 2015 | A | 6,778 | — | A | 6,778 | I | By Family Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF2 | — | Oct 5, 2015 | A | 1,905 | A | — | — | Olin Common Stock | 1,905 | 1,905 | I |
Explanation of responses
- F1Shares received in exchange for Blue Cube Splitco Inc. (Splitco) common stock, in connection with the merger of a wholly owned subsidiary of issuer into Splitco (the Merger). Splitco stock was acquired in the exchange offer (Exchange Offer) made by The Dow Chemical Company (Dow). Under the terms of the Merger, each share of Splitco common stock was converted into the right to receive 0.87482759 shares of Olin common stock. The number of shares of Splitco common stock and number of shares of Olin common stock reported represent estimates subject to change as a result of the final proration factor to be announced by Dow. The reporting person undertakes to amend this report upon the determination of the final proration factor. The closing price of Olin's common stock on the effective date of the Merger was $17.94 per share.
- F2Phantom stock units in unitized stock fund held by Dow in its 401(k) plan (ESOP), received in exchange for Splitco common stock in connection with the Merger. Each unit represents one share of Olin common stock. These phantom units were originally reported as shares of stock by the reporting person, and this amendment clarifies the nature of the securities held in the Dow ESOP.