Statement of Changes in Beneficial Ownership (4)
November 15 2019 - 5:02PM
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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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
*
Zadoks Jeff A |
2. Issuer Name and Ticker or Trading Symbol
Post Holdings, Inc.
[
POST
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP & CFO |
(Last)
(First)
(Middle)
C/O POST HOLDINGS, INC., 2503 S. HANLEY ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/13/2019 |
(Street)
ST. LOUIS, MO 63144
(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 | 11/13/2019 | | A | | 12552 (1) | A | $0 | 21557 | D | |
Common Stock | 11/13/2019 | | M | | 1226 | A | $0 | 22783 | D | |
Common Stock | 11/13/2019 | | F | | 549 (2) | D | $106.51 | 22234 | D | |
Common Stock | 11/13/2019 | | F | | 1020 (3) | D | $106.51 | 21214 | D | |
Common Stock | 11/14/2019 | | F | | 970 (4) | D | $106.34 | 20244 | D | |
Common Stock | | | | | | | | 13040 | I | By Trust |
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 |
Restricted Stock Units | (5) | 11/13/2019 | | M | | | 1226 | (6) | 11/13/2027 | Common Stock | 1226.0 | $0 | 1226 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one share of Post Holdings, Inc. common stock. The restricted stock units were granted under the Post Holding, Inc. 2019 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and vest in equal annual increments over three years. |
(2) | Surrender of shares in payment of tax withholding due as a result of the vesting of 1,226 RSUs in accordance with Rule 16b-3. |
(3) | Surrender of shares in payment of tax withholding due as a result of the vesting of 2,279 RSUs in accordance with Rule 16b-3. |
(4) | Surrender of shares in payment of tax withholding due as a result of the vesting of 2,167 RSUs in accordance with Rule 16b-3. |
(5) | Each restricted stock unit represents a contingent right to receive one share of Post Holdings, Inc. common stock or a cash payment equal to the fair market value of one share of common stock at the Company's discretion upon vesting. The restricted stock units were awarded on November 13, 2017 under the Post Holdings, Inc. 2016 Long-Term Incentive Plan in a transaction exempt under Rule 16b-1 and vest in equal increments over three years. |
(6) | One-third of the restricted stock units vest on each of the first, second, and third anniversaries of the date of grant without any action on the part of the participant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Zadoks Jeff A C/O POST HOLDINGS, INC. 2503 S. HANLEY ROAD ST. LOUIS, MO 63144 |
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| EVP & CFO |
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Signatures
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/s/ Diedre J. Gray, Attorney-in-Fact | | 11/15/2019 |
**Signature of Reporting Person | Date |
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