SEC Form 4 · accession 0001127602-15-002634
AK STEEL HOLDING CORP · AKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James L Wainscott
Officer — Chairman, President & CEO · Director
Period of report
Jan 21, 2015
Accepted (ET)
Jan 23, 2015 · 5:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000918160
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 3, 2014 | G | 7,500 | $0.00 | D | 733,021 | D | |
| Common Stock | Jul 3, 2014 | G | 41,250 | $0.00 | D | 691,771 | D | |
| Common Stock | Jul 14, 2014 | G | 1,250 | $0.00 | D | 690,521 | D | |
| Common Stock | Aug 26, 2014 | G | 10,000 | $0.00 | D | 680,521 | D | |
| Common Stock | Jan 21, 2015 | A | 192,400 | $0.00 | A | 1,032,921 | D | |
| Common Stock | Jan 21, 2015 | F | 60,751 | $3.975 | D | 972,170 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance SharesF2,F1,F3 | — | Jan 21, 2015 | A | 146,750 | A | Dec 31, 2017 | Dec 31, 2017 | Common Stock | 146,750 | 146,750 | D |
| Employee Stock Option (Right to Buy)F4 | $3.975 | Jan 21, 2015 | A | 233,800 | A | Jan 21, 2016 | Jan 21, 2025 | Common Stock | 233,800 | 233,800 | D |
Explanation of responses
- F1Each Performance Share represents a contingent right to receive 0 to 1.5 shares of Common Stock. The conversion rate (0, .5, 1 or 1.5) ultimately applied to these Performance Shares will be determined based on the compounded annual growth rate ("CAGR") of the Common Stock between January 1, 2015 and December 31, 2017 (the "Performance Period").
- F2This represents one half of the Performance Shares which were awarded on January 21, 2015 and are required to be reported at this time because they constitute derivative securities. The other half do not constitute derivative securities and therefore are not required to be reported at this time.
- F3The number of shares of Common Stock underlying this grant of the Performance Shares will be 0 to 1.5 times the number of Performance Shares granted depending on the CAGR achieved during the Performance Period.
- F4Options vest in three equal annual installments beginning one year after grant date.