KAISER ALUMINUM CORP — Director's Dealing 2016

Mar 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KAISER ALUMINUM CORP (KALU)
CIK: 0000811596
Period of Report: 2016-02-20

Reporting Person: BARNESON JOHN (Sr. VP - Corporate Development)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-20	Common Stock, par value $0.01 per share	F	2811	$76.25	Disposed	17229	Direct
2016-03-05	Common Stock, par value $0.01 per share	A	3368	$0.00	Acquired	20597	Direct
2016-03-05	Common Stock, par value $0.01 per share	A	2922	$0.00	Acquired	23519	Direct
2016-03-05	Common Stock, par value $0.01 per share	F	1127	$80.46	Disposed	22392	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	36252	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Options (Right to Buy)	$80.01	2017-04-03	Common Stock, par value $0.01 per share (2334)	2334	Direct

Footnotes

F1: Shares withheld to satisfy the withholding tax obligations resulting from the recognition of income with respect to the outstanding grants of restricted stock to the reporting person effective March 5, 2013 and March 5, 2014 under the Kaiser Aluminum Corporation 2006 Equity and Performance Incentive Plan, as amended, upon the reporting person reaching age 65 on February 20, 2016 and such shares no longer being subject to a substantial risk of forfeiture for tax purposes.

F2: Grant to the reporting person effective as of March 5, 2016, of restricted stock under the Kaiser Aluminum Corporation Amended and Restated 2006 Equity and Performance Incentive Plan. All restrictions will lapse on March 5, 2019 or earlier upon the occurrence of certain specified circumstances.

F3: Shares earned upon the vesting on March 5, 2016 of certain performance shares granted to the reporting person in 2013 under the Kaiser Aluminum Corporation 2006 Equity and Performance Incentive Plan, as amended. On March 5, 2016, the Registrant's compensation committee certified the performance shares payout multiplier based on the level of achievement by the Registrant of a certain pre-established performance goal for 2013 through 2015.

F4: Shares withheld to satisfy the withholding tax obligations resulting from the vesting on March 5, 2016 of the above-referenced performance shares.

F5: Stock option award granted on April 3, 2007 for 2,334 shares of common stock, with one-third of such options vested on each of the first, second and third anniversaries of the grant date.