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
                      

1. Name and Address of Reporting Person *

RICKERTSEN CARL J
2. Issuer Name and Ticker or Trading Symbol

Noranda Aluminum Holding CORP [ NOR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

801 CRESCENT CENTRE DRIVE, SUITE 600
3. Date of Earliest Transaction (MM/DD/YYYY)

12/31/2015
(Street)

FRANKLIN, TN 37067
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock   12/31/2015     M    351   A $0   26043   D    
Common stock   12/31/2015     M    50   A $0   26093   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units     (1) 12/31/2015     M         351    12/31/2015   (2) 12/31/2015   Common stock   351.0   $0   0   D    
Restricted Stock Units     (1) 12/31/2015     M         50    12/31/2015   (3) 12/31/2015   Common stock   50.0   $0   0   D    

Explanation of Responses:
( 1)  Each restricted stock unit is the economic equivalent of one share of the Issuer's common stock.
( 2)  The Restricted Stock Units (RSUs) initially were granted to the reporting person on December 2, 2014 and vested in four substantially equal tranches on the last day of each calendar quarter in 2015 (subject to slight variations due to dividend equivalents granted to the reporting person on March 25, 2015 and June 10, 2015). The number of shares underlying the RSUs reflect the one-for-seven reverse stock split of the Issuer's common stock that occurred on August 25, 2015, as well as the previously-reported cancellation of a fractional RSU in exchange for a cash payment.
( 3)  The Restricted Stock Units (RSUs) initially were granted to the reporting person on January 1, 2015 and vested in four substantially equal tranches on the last day of each calendar quarter in 2015 (subject to slight variations due to dividend equivalents granted to the reporting person on March 25, 2015 and June 10, 2015). The number of shares underlying the RSUs reflect the one-for-seven reverse stock split of the Issuer's common stock that occurred on August 25, 2015, as well as the previously-reported cancellation of a fractional RSU in exchange for a cash payment.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
RICKERTSEN CARL J
801 CRESCENT CENTRE DRIVE
SUITE 600
FRANKLIN, TN 37067
X



Signatures
Gail E. Lehman, Attorney-in-Fact for Carl J. Rickertsen 1/5/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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