SEC Form 4 · accession 0000921895-16-004784
SL INDUSTRIES INC · SLI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Avrum Gray
Director
Period of report
May 31, 2016
Accepted (ET)
Jun 1, 2016 · 6:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000089270
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 31, 2016 | U | 23,378 | $40.00 | D | 6,000 | D | |
| Common StockF2 | Jun 1, 2016 | D | 6,000 | $40.00 | D | 0 | D | |
| Common StockF1,F3,F4 | May 31, 2016 | U | 13,400 | $40.00 | D | 0 | I | By 1993 GF Limited Partnership |
| Common StockF1,F4,F5 | May 31, 2016 | U | 5,800 | $40.00 | D | 0 | I | By AVG Limited Partnership |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Price reflects aggregate per share consideration paid pursuant to the tender offer contemplated under the Agreement and Plan of Merger dated April 6, 2016, by and among Handy & Harman Ltd., Handy & Harman Group Ltd., SLI Acquisition Co., and SL Industries, Inc. (the "Company").
- F2Reflects 6,000 shares granted to the Reporting Person pursuant to Restricted Shares Agreements under the Company's 2008 Incentive Stock Plan, of which 3,000 vested in accordance with their terms on May 28, 2016 (the "Vested Shares"). Pursuant to the Merger Agreement, the unvested shares of restricted stock were vested and cancelled in exchange for a cash payment of $120,000, which is the product of (i) the aggregate number of shares of restricted stock (3,000 shares) and (ii) $40.00 per share, with such payment subject to any required withholding of taxes. The Vested Shares were cancelled in exchange for a payment of $120,000, which is the product of (i) the aggregate number of shares of restricted stock (3,000 shares) and (ii) $40.00 per share, with such payment subject to any required withholding of taxes.
- F3Held by 1993 GF Limited Partnership, in which the general partner is a corporation owned solely by the Reporting Person.
- F4The Reporting Person disclaims beneficial ownership of these securities and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F5Held by AVG Limited Partnership, in which the Reporting Person is a general partner.