SEC Form 4 · accession 0001628280-18-002892
KAISER ALUMINUM CORP · KALU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jack A Hockema
Officer — CEO · Director
Period of report
Mar 5, 2018
Accepted (ET)
Mar 7, 2018 · 6:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000811596
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1,F2 | Mar 5, 2018 | A | 8,285 | $0.00 | A | 40,670 | D | |
| Common Stock, par value $0.01 per shareF3,F2 | Mar 5, 2018 | A | 39,880 | $0.00 | A | 80,550 | D | |
| Common Stock, par value $0.01 per shareF2 | Mar 5, 2018 | F | 18,321 | $101.66 | D | 62,229 | D | |
| Common Stock, par value $0.01 per shareF2 | Mar 5, 2018 | F | 5,477 | $101.66 | D | 56,752 | D | |
| Common Stock, par value $0.01 per shareF7 | Mar 7, 2018 | S | 9,000 | $104.0143 | D | 52,613 | I | By Hockema Family Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Grant to the reporting person effective as of March 5, 2018 of restricted stock units under the Kaiser Aluminum Corporation 2016 Equity and Incentive Compensation Plan. All restrictions will lapse on March 5, 2021 or earlier upon the occurrence of certain specified circumstances.
- F2Includes 29,624 shares acquired pursuant to grants of restricted stock units.
- F3Shares earned upon the vesting on March 5, 2018 of certain performance shares granted to the reporting person in 2015 under the Kaiser Aluminum Corporation 2006 Equity and Performance Incentive Plan, as amended. On March 5, 2018, the Registrant's compensation committee certified the performance shares payout multiplier based on the level of achievement by the Registrant of a certain pre-established performance goal for 2015 through 2017.
- F4Shares withheld to satisfy the withholding tax obligations resulting from the vesting on March 5, 2018 of the above-referenced performance shares.
- F5Shares withheld to satisfy the withholding tax obligations resulting from the vesting on March 5, 2018 of certain shares granted to the reporting person in 2015 under the Kaiser Aluminum Corporation 2006 Equity and Performance Incentive Plan, as amended.
- F6Sales made pursuant to a 10b5-1 plan adopted by the reporting person on May 10, 2017 as part of the reporting person's financial planning to diversify his stockholdings. The plan contemplates the sale of a pre-determined amount of vested shares of common stock of the Registrant held by the reporting person in specified increments subject to designated floor prices.
- F7Represents the sale of 9,000 shares in multiple transactions, ranging from $103.2100 to $105.0800 per share, resulting in a weighted average sale price of $104.0143 per share. The reporting person undertakes to provide upon request by the SEC staff, the Registrant, or a security holder of the Registrant, full information regarding the number of shares sold at each separate price within the range.