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CLEVELAND-CLIFFS INC. Director's Dealing 2010

Jan 5, 2010

30881_dirs_2010-01-05_097c4468-2569-4ce4-8fc8-ed5f2e8d00a3.zip

Director's Dealing

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SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: CLIFFS NATURAL RESOURCES INC. (CLF)
CIK: 0000764065
Period of Report: 2009-12-31

Reporting Person: MCALLISTER FRANCIS R (Director)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 8479.6253 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Units $ Common Shares (10905.7908) 10905.7908 Direct

Footnotes

F1: Cliffs Natural Resources Inc. (the "Company") declared dividends of $.04 per share, payable to all holders of record on June 1, 2009 and September 1, 2009. On December 1, 2009, the Company increased the dividend payment to $.0875 per share. The amount shown reflects 5.5763, 6.3470, and 7.9573 shares acquired pursuant to a Dividend Reinvestment and Stock Purchase Plan for the Company's Common Stock on June, 1, September 1, and December 1, 2009, respectively.

F2: The balance also reflects the acquisition of deferred dividend reinvestment shares on Annual Equity Grant shares with three year holding periods ("Grant") acquired by the Reporting Person . Pursuant to an election to defer dividends in the form of shares to be paid out at the time of the vesting event of the original Grant, the Reporting Person's deferred account has been credited with 5.9679, 6.7512, and 8.5161 dividend reinvestment shares on June 1, September 1, and December 1, 2009, respectively.

F3: Convertible into Common Shares on a 1-for-1 basis.

F4: Reflects number of Common Shares of underlying deferred compensation credited to the account of the Reporting Person pursuant to the Company's Nonemployee Directors' Compensation Plan ("Plan"). Each Stock Unit is generally distributable following termination of service as a Director.

F5: The balance includes dividend reinvestment stock units acquired pursuant to the Company's Plan. The number of deferred dividend reinvestment equivalent stock units earned in the Plan is calculated using the closing market price at the end of each quarter for shares held in the Reporting Person's Plan. The Reporting Person was credited with 17.7425, 13.4385, and 20.665 dividend reinvestment stock units on June 30, September 30, and December 31, 2009, respectively.