Initial Statement of Beneficial Ownership (3)
July 17 2018 - 5:23PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
Maura David M
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/13/2018
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3. Issuer Name
and
Ticker or Trading Symbol
Spectrum Brands Holdings, Inc. [SPB]
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(Last)
(First)
(Middle)
C/O SPECTRUM BRANDS HOLDINGS, INC., 3001 DEMING WAY
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__
X
__ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Executive Chairman and CEO /
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(Street)
MIDDLETON, WI 53562
(City)
(State)
(Zip)
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5. 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 Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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156021
(1)
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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. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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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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Employee Stock Option (Right to Buy)
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(2)
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11/29/2022
(3)
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Common Stock
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70294
(1)
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$52.84
(4)
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D
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Employee Stock Option (Right to Buy)
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(2)
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12/2/2023
(3)
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Common Stock
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64142
(1)
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$72.93
(4)
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D
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Employee Stock Option (Right to Buy)
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(2)
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11/25/2024
(3)
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Common Stock
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26743
(1)
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$82.86
(4)
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D
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Employee Stock Option (Right to Buy)
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(2)
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11/24/2025
(3)
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Common Stock
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1164
(1)
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$86.39
(4)
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D
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Employee Stock Option (Right to Buy)
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(2)
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12/14/2026
(3)
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Common Stock
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51309
(1)
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$95.44
(4)
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D
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Explanation of Responses:
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(1)
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In connection with a merger (the "Merger"), pursuant to which Spectrum Brands Legacy, Inc. (f/k/a Spectrum Brands Holdings, Inc.) became a direct subsidiary of the Issuer, each share of common stock of the Issuer (the "Issuer Shares") was combined into 0.1613 Issuer Shares as a result of a reverse stock split (the "Reverse Stock Split").
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(2)
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The employee stock options reported on this line are vested and exercisable.
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(3)
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The options reported on this line expire on the tenth anniversary of the date of grant, except as set forth in the Separation and Release Agreement, dated as of November 28, 2016, by and between HRG Group, Inc. (predecessor to the Issuer) and the reporting person (as filed as Exhibit 10.2 to Amendment No.1 to the Annual Report on Form 10-K, filed January 27, 2017).
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(4)
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The exercise price of each employee stock option held by the reporting person was recalculated in connection with the Merger. The pre-Merger exercise prices were divided by the Reverse Stock Split ratio of 0.1613.
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Remarks:
Exhibit 24.1: Power of Attorney
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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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Maura David M
C/O SPECTRUM BRANDS HOLDINGS, INC.
3001 DEMING WAY
MIDDLETON, WI 53562
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X
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Executive Chairman and CEO
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Signatures
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/s/ Nathan E. Fagre, Attorney-in-Fact
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7/17/2018
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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 5(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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