|
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 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
restricted stock units | $ 0 | 03/24/2014 | M | 5,086.8485 (2) | 06/17/2014 | 06/17/2022 | Common stock | 5,086.8485 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kasdin Robert A 801 CRESCENT CENTRE DRIVE SUITE 600 FRANKLIN, TN 37067 |
X |
Gail E. Lehman, Attorney-in-Fact for Robert A. Kasdin | 03/27/2014 | |
**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) | Reports the conversion to Common Stock of the 5,000 RSUs granted to Mr. Kasdin on 6/17/13, and all DEUs accrued thereon. |
(2) | Reports the vesting of the 5,000 RSUs granted on 6/17/13, and all DEUs accrued thereon, pursuant to an Amendment to the Restricted Stock Unit Agreement dated March 24, 2014. Such acceleration was approved by the Board of Directors on 3/23/14 as a result of Mr. Kasdin's resignation from Noranda's Board of Directors effective March 26, 2014. The sum of 5,086.8485 converted to Common Stock on March 24, 2014. |
Remarks: Noranda and Kasdin entered into Amendments to the Restricted Stock Unit Agreements for the grants awarded on 6/17/13 and 1/2/14, to accelerate all outstanding RSUs to vest on March 24, 2014, as a result of his resignation from the Board of Directors effective March 26, 2014. The grant of 1,558 RSUs made on 1/2/14 and all DEUs acccrued thereon were reported as common stock on Table I with a notation of the vesting cycle. The previously reported vesting cycle has now been amended to vest in whole on March 24, 2014. |