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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
2011 Stock Options | $ 8.55 | 03/15/2013(5) | (5) | Common Stock | 133,356 | 133,356 | D | ||||||||
2012 Stock Options | $ 8.24 | 03/15/2012 | A | 195,678 | 03/15/2013(5) | (5) | Common Stock | 195,678 | $ 0 | 195,678 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TOELDTE ALEXANDER BOISE INC. 1111 WEST JEFFERSON STREET, SUITE 200 BOISE, ID 83702-5388 |
X | Director, President & CEO |
/s/ Alexander Toeldte | 03/19/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Following a review of Mr. Toeldte's share account, we became aware that Mr. Toeldte's direct holdings have been over reported by two shares in his previous Form 4 filings due to fractional share rounding errors. Accordingly, Mr. Toeldte's direct holdings have been decreased by two shares. |
(2) | On March 16, 2009, Mr. Toeldte was awarded 960,000 restricted stock (RS) shares under the Boise Inc. Incentive and Performance Plan. The final 60% portion of this award, 576,000 RS shares, vested on March 15, 2012. Additionally, on March 15, 2011, Mr. Toeldte was awarded 40,212 restricted stock (RS) shares under the Boise Inc. Incentive and Performance Plan, all of which vested on March 15, 2012. Mr. Toeldte elected to have shares withheld to satisfy his tax withholding obligations on these vested shares. |
(3) | On March 15, 2012, Mr. Toeldte was awarded 97,377 restricted stock (RS) shares under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RS shares vest as follows: one third (1/3) will vest on March 15, 2013, one third (1/3) will vest on March 17, 2014, and one third (1/3) will vest on March 16, 2015. |
(4) | Mr. Toeldte and his wife, Nicole Lagace Toeldte, serve as the trustees of the Toeldte Family Revocable Trust. |
(5) | Reflects an award of nonqualified stock options under the Boise Inc. Incentive and Performance Plan. In general, these options expire ten years after the award date. Termination of employment may shorten the exercise period, as described in the stock option award agreement. |