Filing Details

Accession Number:
0001475620-12-000077
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-12-26 18:39:19
Reporting Period:
2012-12-21
Filing Date:
2012-12-26
Accepted Time:
2012-12-26 18:39:19
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1487730 Spectrum Brands Holdings Inc. SPB Miscellaneous Electrical Machinery, Equipment & Supplies (3690) 272166630
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1349840 R David Lumley C/O Spectrum Brands Holdings, Inc.
601 Rayovac Drive
Madison WI 53711
Ceo And President Gb&Pc H&G Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2012-12-21 46,300 $43.11 66,948 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Performance Rights $0.00 2014-09-30 149,999 149,999 Direct
Common Stock Performance Rights $0.00 2013-10-01 40,000 40,000 Direct
Common Stock Performance Rights $0.00 2013-09-30 36,166 36,166 Direct
Common Stock Performance Rights $0.00 2013-09-30 86,800 86,800 Direct
Common Stock Performance Rights $0.00 2013-09-30 28,933 28,933 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2014-09-30 149,999 149,999 Direct
2013-10-01 40,000 40,000 Direct
2013-09-30 36,166 36,166 Direct
2013-09-30 86,800 86,800 Direct
2013-09-30 28,933 28,933 Direct
Footnotes
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted by Mr. Lumley on June 15, 2012.
  2. Reflects the weighted average price of 46,300 shares of Common Stock of the Issuer sold by Mr. Lumley in multiple transactions on December 21, 2012 at prices ranging from $42.54 to $43.64 per share. Mr. Lumley undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  3. Each performance right represents a contingent right to receive one share of the Issuer's common stock. Under the Spectrum Brands Holdings, Inc. 2013 Equity Incentive Plan, up to 50% of such performance rights will vest within 74 days of the Issuer meeting certain adjusted EBITDA and free cash flow performance targets for the year ended September 30, 2013 (the "2013 Award"). An additional 50% will vest on September 30, 2014, if Mr. Lumley is employed by the Issuer on such date. Amount reported represents the maximum number of shares issuable upon full vesting of the 2013 Award, which represents achievement of 135% of the performance targets. If 100% of the performance targets is achieved, 111,111 shares are issuable upon full vesting of the 2013 Award.
  4. Each performance right represents a contingent right to receive one share of the Issuer's common stock. The performance rights will vest 100% on October 1, 2013 if the Issuer meets a certain adjusted EBITDA performance target in connection with the successful integration of the Hardware Home Improvement Group from Stanley Black & Decker, Inc., and if Mr. Lumley is employed by the Issuer on such date.
  5. Each performance right represents a contingent right to receive one share of the Issuer's common stock. 50% of the performance rights granted on November 15, 2010 under the Issuer's 2011 Two-Year Equity Award Plan vested on November 16, 2012 and such performance rights settled for 36,166 shares of the Issuer's common stock (the "Two-Year Award"). In addition, an amount equal to the Two-Year Award will vest on September 30, 2013, if Mr. Lumley is employed by the Issuer on such date.
  6. Each performance right represents a contingent right to receive one share of the Issuer's common stock. 50% of the performance rights granted on November 28, 2011 under the Issuer's 2012 Equity Incentive Plan vested on November 16, 2012 and such performance rights settled for 86,800 shares of the Issuer's common stock. An additional 86,800 performance rights will vest and settle for shares of the Issuer's common stock on September 30, 2013, if Mr. Lumley is employed by the Issuer on such date.
  7. Each performance right represents a contingent right to receive one share of the Issuer's common stock. 50% of the performance rights granted on November 28, 2011 under the Issuer's 2012 Equity Incentive Plan for exceeding performance targets vested on November 16, 2012 and such performance rights settled for 28,933 shares of the Issuer's common stock. An additional 28,933 performance rights will vest and settle for shares of the Issuer's common stock on September 30, 2013, if Mr. Lumley is employed by the Issuer on such date.