- Statement of Changes in Beneficial Ownership (4)
December 16 2010 - 6:08PM
Edgar (US Regulatory)
FORM 4
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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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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
SIMMONS HAROLD C
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2. Issuer Name
and
Ticker or Trading Symbol
NL INDUSTRIES INC
[
NL
]
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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 of the Board and CEO
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(Last)
(First)
(Middle)
5430 LBJ FREEWAY, SUITE 1700
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/14/2010
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(Street)
DALLAS, TX 75240
(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)
___ Form filed by One Reporting Person
_
X
_ 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 $0.125 par value
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12/14/2010
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J
(1)
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39
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A
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$11.2899
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39
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I
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by Kronos
(2)
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Common stock $0.125 par value
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12/14/2010
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J
(1)
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961
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A
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$11.29
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1000
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I
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by Kronos
(2)
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Common stock $0.125 par value
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12/14/2010
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J
(1)
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1000
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A
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$11.30
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2000
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I
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by Kronos
(2)
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Common stock $0.125 par value
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40387531
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I
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by Valhi
(3)
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Common stock $0.125 par value
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222100
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I
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by TFMC
(4)
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Common stock $0.125 par value
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1007145
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D
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Common stock $0.125 par value
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292225
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I
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by Spouse
(5)
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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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Explanation of Responses:
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(
1)
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Opern market purchase by Kronos Worldwide, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.
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(
2)
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Directly held by Kronos Worldwide, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing.
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(
3)
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Directly held by Valhi, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing.
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(
4)
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Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing.
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(
5)
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Directly held by the reporting person's spouse. Mr. Simmons disclaims beneficial ownership of any shares of the issuer's common stock that his spouse holds.
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Remarks:
Exhibit Index
Exhibit 99 - Additional Information
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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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SIMMONS HAROLD C
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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X
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Chairman of the Board and CEO
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CONTRAN CORP
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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DIXIE RICE AGRICULTURE CORP INC
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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VALHI HOLDING CO
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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VALHI INC /DE/
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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KRONOS WORLDWIDE INC
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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TITANIUM METALS CORP
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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TIMET FINANCE MANAGEMENT CO
5430 LBJ FREEWAY, SUITE 1700
DALLAS, TX 75240
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X
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Signatures
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A. Andrew R. Louis, Secretary, for Contran Corporation
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Secretary, for Dixie Rice Agricultural Corporation, Inc.
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Secretary, for Valhi Holding Company
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Secretary, for Valhi, Inc.
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Secretary, for Kronos Worldwide, Inc.
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12/16/2010
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**
Signature of Reporting Person
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Date
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A. Andrew R. Louis, Assistant Secretary, for Titanium Metals Corporation
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12/16/2010
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**
Signature of Reporting Person
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Date
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Gregory M. Swalwell, Vice President, for TIMET Finance Management Company
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12/16/2010
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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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