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GRAFTECH INTERNATIONAL LTD — Director's Dealing 2015
Aug 13, 2015
33189_dirs_2015-08-13_abd9f02f-bbcf-4e1f-8eb8-6ca0de457920.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: GRAFTECH INTERNATIONAL LTD (GTI)
CIK: 0000931148
Period of Report: 2015-08-11
Reporting Person: Coburn Quinn J (VP, Treasurer, Interim CFO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2015-08-11 | Common Stock | F | 2533 | $5.05 | Disposed | 5177 | Direct |
| 2015-08-11 | Common Stock | F | 4222 | $5.05 | Disposed | 8628 | Direct |
| 2015-08-11 | Common Stock | F | 745 | $5.05 | Disposed | 2277 | Direct |
| 2015-08-11 | Common Stock | F | 1840 | $5.05 | Disposed | 3760 | Direct |
| 2015-08-11 | Common Stock | F | 1095 | $5.05 | Disposed | 6681 | Direct |
| 2015-08-11 | Common Stock | F | 4918 | $5.05 | Disposed | 10082 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 25349 | Direct |
| Common Stock | 6857 | Indirect |
| Common Stock | 13 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Options (right to buy) | $14.77 | 2020-08-23 | Common Stock (5000) | 5000 | Direct |
| Stock Options (right to buy) | $19.89 | 2020-12-09 | Common Stock (3800) | 3800 | Direct |
| Stock Options (right to buy) | $13.89 | 2021-12-13 | Common Stock (5200) | 5200 | Direct |
| Stock Options (right to buy) | $9.51 | 2022-11-27 | Common Stock (10000) | 10000 | Direct |
| Stock Options (right to buy) | $11.56 | 2023-11-21 | Common Stock (4500) | 4500 | Direct |
| Stock Options (right to buy) | $4.24 | 2024-11-19 | Common Stock (10280) | 10280 | Direct |
Footnotes
F1: Upon the closing of the Investment Agreement on August 11, 2015. between the Issuer and BCP IV GrafTech Holdings LP, an affiliate of Brookfield Capital Partners Ltd. ("Brookfield") dated May 4, 2015 ("Investment Agreement"), and in accordance with the Company's 2005 Equity Incentive Plan, all then unvested Awards became fully vested and the underlying shares were delivered to the individual subject to applicable withholding taxes.
F2: On November 19, 2014, the Company granted 7,710 restricted shares under the Company's 2005 Equity Incentive Plan, of which would vest in thirds on each of December 3, 2015, 2016, and 2017. Upon the closing of the Investment Agreement, the restricted stock units vested in full. 2,533 of the 7,710 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares withheld or sold under a Rule 10b5-1 trading plan to cover withholding taxes.
F3: On November 19, 2014, the Company granted 12,850 performance shares under the Company's 2005 Equity Incentive Plan, which represented the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period and subject to other provisions of the grant. Upon the closing of the Investment Agreement, the performance share units vested in full. 4,222 of the 12,800 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares withheld or sold under a Rule 10b5-1 trading plan, to cover withholding taxes.
F4: On November 21, 2013, the Company granted 3,400 restricted shares under the Company's 2005 Equity Incentive Plan, of which would vest in thirds on each of December 3, 2014, 2015, and 2016. Upon the closing of the Investment Agreement, the restricted stock units vested in full. 745 of the 2,267 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes.
F5: On November 21, 2013, the Company granted 5,600 performance shares under the Company's 2005 Equity Incentive Plan, which represented the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period and subject to other provisions of the grant. Upon the closing of the Investment Agreement, the performance share units vested in full. 1,840 of the 5,600 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares withheld or sold under a Rule 10b5-1 trading plan to cover withholding taxes.
F6: On November 27, 2012, the Company granted 10,000 restricted shares under the Company's 2005 Equity Incentive Plan, of which would vest in thirds on each of November 27, 2013, 2014 and 2015. Upon the closing of the Investment Agreement, the restricted stock units vested in full. 1,095 of the 3,333 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes.
F7: On November 27, 2012, the Company granted 15,000 performance shares under the Company's 2005 Equity Incentive Plan, which represented the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period and subject to other provisions of the grant. Upon the closing of the Investment Agreement, the performance share units vested in full. 4,918 of the 15,000 shares that vested August 11, 2015 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares withheld or sold under a Rule 10b5-1 trading plan to cover withholding taxes.
F8: All such options have fully vested.
F9: All such options have fully vested. Pursuant to the closing of the Investment Agreement, all of the unvested shares subject to the option vested in full upon the closing of the Investment Agreement.