LSB INDUSTRIES, INC. — Director's Dealing 2015

Jul 31, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LSB INDUSTRIES INC (LXU)
CIK: 0000060714
Period of Report: 2015-07-29

Reporting Person: SHEAR DAVID MICHAEL (Senior VP/General Counsel/Sec)
Reporting Person: SHEAR HEIDI L BROWN (VP/Managing Counsel/Asst Sec)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-29	Incentive Stock Option	$36.78	A	20000	Acquired	2025-07-29	Common Stock (20000)	Direct
2015-07-29	Incentive Stock Option	$36.78	A	20000	Acquired	2025-07-29	Common Stock (20000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	35581	Indirect

Footnotes

F1: The designated reporting person is David M. Shear. Mr. Shear's spouse, Heidi L. Brown Shear, jointly files this report with Mr. Shear. Heidi Shear is Vice President, Managing Counsel and Assistant Secretary of the Issuer. These shares are held in an account jointly owned by David Shear's revocable trust, of which he is settlor and trustee, and Heidi Shear's revocable trust, of which she is settlor and trustee.

F2: Incentive Stock Option ("ISO") granted by the Issuer to the reporting person under the Issuer's Incentive Stock Option Plans. An ISO for 20,000 shares of the Issuer's common stock exercisable at $36.78, with an expiration date of July 29, 2025, was granted to the reporting person on July 29, 2015. The ISO is for a term of 10 years from the date of grant. The ISO vests at the end of its respective years one through six in the following amounts: 16.5%, 16.5%, 16.5%, 16.5%, 16.5% and 17.5%. The ISO will be fully vested at the end of year six.

F3: ISO granted by the Issuer to the reporting person's spouse under the Issuer's Incentive Stock Option Plans. An ISO for 20,000 shares of the Issuer's common stock exercisable at $36.78, with an expiration date of July 29, 2025, was granted to the reporting person's spouse on July 29, 2015. The ISO is for a term of 10 years from the date of grant. The ISO vests at the end of its respective years one through six in the following amounts: 16.5%, 16.5%, 16.5%, 16.5%, 16.5% and 17.5%. The ISO will be fully vested at the end of year six.