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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Deferred Stock Units | $ 0 | 06/01/2012 | M | 5,419 (3) | 06/01/2012 | 06/01/2012 | Common Stock | 5,419 | $ 0 | 0 | D | ||||
Deferred Stock Units (4) | $ 0 | 06/01/2012 | 06/01/2012 | A | 8,539 | 06/01/2017(5) | 06/01/2017(5) | Common Stock (6) | 8,539 (6) | $ 0 | 8,539 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BATES JOHN C 640 LAVOY ROAD ERIE, MI 48133 |
X |
John C. Bates | 06/05/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents shares of common stock acquired upon conversion of a like number of deferred stock units, at the end of reporting person's elective deferral period, exempt pursuant to Rule 16b-3. |
(2) | Through control of Heidtman Steel Products, Inc., which holds these shares. Mr. Bates disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
(3) | Totals shown include the originally issued DSUs plus the cumulative additional DSUs issued in respect of deemed dividend distributions on the DSUs following each dividend date. |
(4) | Pursuant to registrant's 2006 Equity Incentive Plan, as amended, in respect to the reporting person's continuing service as a non-employee director and as a portion of his annual retainer, the reporting person on June 1 was granted an exempt award of Deferred Stock Units ("DSUs"). The number of DSUs granted was determined by dividing $90,000 by the closing price of registrant's common stock on the day preceding the grant date. |
(5) | The reporting person, by prior election, chose to receive his common stock, when converted from DSUs, at the expiration of five years following the grant date. |
(6) | Each whole DSU represents registrant's unsecured and unfunded obligation, upon the expiration of the reporting person's deferral period election, to convert and issue to the reporting person one share of registrant's common stock for each DSU. The DSUs are 100% vested on the grant date. |