Statement of Changes in Beneficial Ownership (4)
September 22 2020 - 6:06PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
JAFFEE DANIEL S |
2. Issuer Name and Ticker or Trading Symbol
Oil-Dri Corp of America
[
ODC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman, President and CEO |
(Last)
(First)
(Middle)
410 N. MICHIGAN AVE., SUITE 400 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/18/2020 |
(Street)
CHICAGO, IL 60611-4213
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 9/18/2020 | | C(1) | | 2300 | A | $0 | 2300 | D | |
Common Stock | 9/18/2020 | | S(2) | | 2300 | D | $37.90 (3) | 0 | D | |
Common Stock | 9/21/2020 | | C(1) | | 100 | A | $0 | 100 | D | |
Common Stock | 9/21/2020 | | S(2) | | 100 | D | $37.50 | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Stock | $0.0 (4) | 9/18/2020 | | C | | | 2300 | (4) | (4) | Common Stock | 2300.0 | $0 | 480452 | D | |
Class B Stock | $0.0 (4) | 9/21/2020 | | C | | | 100 | (4) | (4) | Common Stock | 100.0 | $0 | 480352 | D | |
Explanation of Responses: |
(1) | Represents shares of Class B Stock converted into Common Stock at a fixed share-for-share basis pursuant to the Certificate of Incorporation of Oil-Dri Corporation of America, as amended. |
(2) | These shares were sold in compliance with a Rule 10b5-1 sales plan adopted by the reporting person on March 19, 2020. |
(3) | This transaction was executed in multiple trades at prices ranging from $37.56 to $38.26. The price reported above reflects the weighted average sale price rounded to the nearest cent. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | Class B Stock may be converted pursuant to the terms of the Certificate of Incorporation of Oil-Dri Corporation of America, as amended. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
JAFFEE DANIEL S 410 N. MICHIGAN AVE. SUITE 400 CHICAGO, IL 60611-4213 | X | X | Chairman, President and CEO |
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Signatures
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/s/ Laura G. Scheland by Power of Attorney | | 9/22/2020 |
**Signature of Reporting Person | Date |
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