Koppers Holdings Inc. — Director's Dealing 2012

Feb 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Koppers Holdings Inc. (KOP)
CIK: 0001315257
Period of Report: 2012-02-20

Reporting Person: Mancione Michael J (VP, CM&C - North America)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-20	Common Stock	A	3145	—	Acquired	11845.6133	Direct
2012-02-20	Common Stock	F	1707.6142	$38.39	Disposed	10137.9991	Direct
2012-02-20	Common Stock	A	3539	—	Acquired	13676.9991	Direct
2012-02-21	Common Stock	S	819	$37.85	Disposed	12857.3497	Direct

Footnotes

F1: Represents previously granted performance share units and related dividend equivalent units for which the performance criteria for the three-year performance period of 2009 through 2011 has been satisfied.

F2: Shares surrendered to the issuer by the reporting person as payment for tax withholding related to the vesting of time-based and performance-based restricted stock units and related dividend equivalent units.

F3: Represents previously granted performance share units for which the performance criteria for the two-year performance period of 2010 through 2011 has been satisfied. Vesting of these performance share units is subject to an additional one-year service requirement.

F4: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.848 to $37.858, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the issuer or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price.

F5: Reflects adjustment of fractional shares in accordance with issuer's Amended and Restated 2005 Long Term Incentive Plan.