Statement of Changes in Beneficial Ownership (4)
March 08 2016 - 5:21PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
*
BAKER PHILLIPS S JR
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2. Issuer Name
and
Ticker or Trading Symbol
HECLA MINING CO/DE/
[
HL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President & CEO
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(Last)
(First)
(Middle)
6500 NORTH MINERAL DRIVE, SUITE 200
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/8/2016
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(Street)
COEUR D 'ALENE, ID 83815
(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
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3/8/2016
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M
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236177
(1)
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A
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$0
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1862459
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D
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Common Stock
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3/8/2016
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A
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374629
(2)
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A
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$0
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2899387
(3)
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Performance Rights
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$0
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3/8/2016
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M
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170648
(4)
(5)
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12/31/2015
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12/31/2015
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Common Stock
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170648
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$0
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356433
(6)
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D
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Explanation of Responses:
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(
1)
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See footnotes 4 and 5. Shares received upon settlement of performance rights awarded in June 2013.
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(
2)
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50% of the 2015 Annual Incentive Plan and 2013-2015 Long-term Incentive Plan payments were paid in equity.
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(
3)
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Consists of 1,862,459 shares held directly, 674,117 shares held in the Key Employee Deferred Compensation Plan, and 362,811 unvested restricted stock units.
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(
4)
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On June 21, 2013, Mr. Baker was awarded performance rights. The performance rights represented a contingent right to receive between $250,000 and $1 million worth of Hecla Mining Company common stock based on Hecla's total shareholder return performance over the 3-year period relative to our peers using the average stock price of Hecla and our peers over the last 60 calendar days of 2012 compared to the average stock price of Hecla and our peers over the last 60 calendar days of 2015. The potential grant of shares to Mr. Baker under this plan were as follows: (1) 100th percentile rank among peers = maximum payout at 200% of target (i.e. $1 million worth of common stock); (2) 50th percentile rank among peers = target payout at grant value (i.e. $500,000 worth of common stock); or (3) 25th percentile rank among peers = threshold payout at 50% target (i.e. $250,000 worth of common stock).
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(
5)
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In reporting the number of performance rights at the time of the award, Mr. Baker assumed a target payout (i.e. $500,000 worth of common stock), with the common stock valued at the closing price on the day of the award ($2.93), and therefore reported an award of 170,648 rights. Based on Hecla Mining Company's total shareholder return ranking, Mr. Baker's award value was $692,000, and he therefore received 236,177 shares in settlement of award (with the shares valued at the $2.93 closing price on June 21, 2013).
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(
6)
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Consists of 356,433 outstanding performance rights.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BAKER PHILLIPS S JR
6500 NORTH MINERAL DRIVE
SUITE 200
COEUR D 'ALENE, ID 83815
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X
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President & CEO
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Signatures
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Tami D. Whitman, Attorney-in-Fact for Phillips S. Baker, Jr.
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3/8/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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