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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Netherton Susan 3 WATERWAY SQUARE PLACE SUITE 110 THE WOODLANDS, TX 77380 |
Vice President |
Susan Netherton | 05/31/2016 | |
**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) | Represents the accelerated vesting and settlement into shares of Issuer common stock of performance-based stock units ("PSUs"). The acceleration of the vesting of the PSAs occurred as a result of a determination made by the Compensation Committee of the Board of Directors of the Issuer in connection with the pending merger pursuant to an Agreement and Plan of Merger by and among Progressive Waste Solutions Ltd., Water Merger Sub LLC and the Issuer. |
(2) | Represents shares of issuer common stock withheld by the Issuer from the settlement of the PSUs in satisfaction of the applicable withholding taxes due as a result of the vesting of the PSUs, through an automatic share withholding procedure. Pursuant to this procedure the issuer withholds, upon the acclerated vesting of such PSUs, a portion of the vested shares issuable under the award with a fair market value (measured as of the accelerated vesting date) equal to the amount of such withholding taxes. |