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Filing Details

Accession Number:
0000908834-15-000424
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-12-03 17:20:27
Reporting Period:
2015-12-01
Filing Date:
2015-12-03
Accepted Time:
2015-12-03 17:20:27
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
1128172 E Nathan Fagre C/o Spectrum Brands Holdings, Inc.
3001 Deming Way
Middleton WI 53562
Svp, Gc And Secretary No 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 Acquisiton 2015-12-01 1,044 $0.00 20,129 No 4 M Direct
Common Stock Disposition 2015-12-01 518 $95.25 19,611 No 4 S Direct
Common Stock Acquisiton 2015-12-01 9,210 $0.00 28,821 No 4 M Direct
Common Stock Disposition 2015-12-01 4,569 $95.25 24,252 No 4 S Direct
Common Stock Acquisiton 2015-12-01 1,530 $0.00 25,782 No 4 M Direct
Common Stock Disposition 2015-12-01 759 $95.25 25,023 No 4 S Direct
Common Stock Acquisiton 2015-12-01 6,720 $0.00 31,743 No 4 M Direct
Common Stock Disposition 2015-12-01 3,334 $95.25 28,409 No 4 S Direct
Common Stock Acquisiton 2015-12-01 2,622 $0.00 31,031 No 4 A Direct
Common Stock Disposition 2015-12-01 1,301 $95.25 29,730 No 4 S Direct
Common Stock Disposition 2015-12-02 125 $0.00 29,605 No 4 G Direct
Common Stock Disposition 2015-12-02 2,697 $94.42 26,908 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 A Direct
No 4 S Direct
No 4 G Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Performance Rights Disposition 2015-12-01 1,044 $0.00 1,044 $0.00
Common Stock Performance Rights Disposition 2015-12-01 10,740 $0.00 10,740 $0.00
Common Stock Performance Rights Disposition 2015-12-01 6,270 $0.00 18,311 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 M Direct
0 No 4 M Direct
11,591 No 4 M Direct
Footnotes
  1. The remaining 50% of the performance rights granted on February 4, 2013 under the Spectrum Brands Holdings, Inc. 2013 Spectrum 750 Plan vested on December 1, 2015, and such performance rights, representing the SPB750 Service Award portion of Mr. Fagre's SPB750 Service Award, settled for 1,044 shares of the Issuer's common stock.
  2. These shares of the Issuer's common stock were sold in a private sale to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of the SPB750 Service Award portion of Mr. Fagre's SPB750 Service Award.
  3. The remaining 50% of the performance rights granted on November 29, 2013 under the Spectrum Brands Holdings, Inc. 2014 Equity Incentive Plan vested on December 1, 2015, and such performance rights, representing the 2014 EIP Service Award portion of Mr. Fagre's 2014 EIP Award, settled for 9,210 shares of the Issuer's common stock.
  4. These shares of the Issuer's common stock were sold in a private sale to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2014 EIP Service Award portion of Mr. Fagre's 2014 EIP Award.
  5. Mr. Fagre also received 1,530 additional shares, representing the 2014 EIP Additional Award portion of Mr. Fagre's 2014 EIP Award, as the Issuer exceeded by a certain percentage the 2014 adjusted EBITDA and consolidated cash flow targets for the 2014 EIP Performance Award for the fiscal year ended September 30, 2014, and the Issuer's 2015 adjusted EBITDA and consolidated cash flow results for the fiscal year ended September 30, 2015 were greater than the comparable results for 2014.
  6. These shares of the Issuer's common stock were sold in a private sale to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2014 EIP Additional Award portion of Mr. Fagre's 2014 EIP Award.
  7. 96.6% of the performance rights granted on December 15, 2014 under the Spectrum Brands Holdings, Inc. 2015 Equity Incentive Plan ("2015 EIP Award") were earned as of December 1, 2015, and one-half of such performance rights, representing the 2015 EIP Performance Award portion of Mr. Fagre's 2015 EIP Award, settled for 6,720 shares of the Issuer's common stock.
  8. In addition, 6,720 shares, representing the 2015 EIP Service Award portion of Mr. Fagre's 2015 EIP Award, will vest on December 1, 2016, if Mr. Fagre remains employed by the Issuer on such first anniversary. Mr. Fagre shall also be eligible to receive up to 4,870 additional shares, representing the 2015 EIP Additional Award portion of Mr. Fagre's 2015 EIP Award, based on the Issuer exceeding by a certain percentage the 2015 adjusted EBITDA and 2015 FCF targets for the fiscal year ended September 30, 2015. The 2015 EIP Additional Award will vest on December 1, 2016 if Mr. Fagre remains employed by the Issuer as of such date and if the Issuer's 2016 adjusted EBITDA and free cash flow results are equal to or greater than the comparable results for 2015.
  9. These shares of the Issuer's common stock were sold in a private sale to satisfy Mr. Fagre's tax withholding obligation upon the vesting and settling of performance rights of the 2015 EIP Performance Award portion of Mr. Fagre's 2015 EIP Award.
  10. These shares of the Issuer's common stock represent the cash value of the Management Incentive Award under the Issuer's 2015 Management Incentive Plan.
  11. These shares of the Issuer's common stock were sold in a private sale to satisfy Mr. Fagre's tax withholding requirements resulting from the grant of his Management Incentive Award.
  12. These shares of the Issuer's common stock were sold to satisfy Mr. Fagre's tax obligations.
  13. Each performance right represents a contingent right to receive one share of the Issuer's common stock.