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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Appreciation Rights | $ 25.805 | 08/19/2013 | M(1) | 13,600 | (10) | 02/22/2016 | Common Stock | 13,600 | $ 0 | 0 | I | By Barry-Wehmiller Trust | |||
Stock Appreciation Rights | $ 11.92 | 08/19/2013 | M(1) | 50,000 | (11) | 02/24/2019 | Common Stock | 50,000 | $ 0 | 117,800 | D | ||||
Stock Options | $ 37.26 | 08/19/2013 | M(1) | 49,737 | 02/21/2013 | 04/01/2018 | Common Stock | 49,737 | $ 0 | 145,300 | D | ||||
Stock Options | $ 37.26 | 08/20/2013 | M(1) | 55,300 | 02/21/2013 | 04/01/2018 | Common Stock | 55,300 | $ 0 | 90,000 | D | ||||
Stock Options | $ 37.26 | 08/21/2013 | M(1) | 51,800 | 02/21/2013 | 04/01/2018 | Common Stock | 51,800 | $ 0 | 38,200 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Stroup John S 7733 FORSYTH BOULEVARD, SUITE 800 ST. LOUIS, MO 63105 |
X | President and CEO |
/s/ Brian E. Anderson, attorney-in-fact for John Stroup | 08/21/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The exercise reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013. |
(2) | This represents the difference between the number of SARs exercised (13,600) and the number of shares issued as a result of the exercise (3,853). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($56.635) and the exercise price ($25.805). Additional shares are then withheld to satisfy the Company's tax withholding obligations. |
(3) | The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Stroup on May 10, 2013. |
(4) | This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.28 to $56.46. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. |
(5) | This represents the difference between the number of SARs exercised (50,000) and the number of shares issued as a result of the exercise (20,547). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($56.635) and the exercise price ($11.92). Additional shares are then withheld to satisfy the Company's tax withholding obligations. |
(6) | This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $55.69 to $56.801. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. |
(7) | This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.001 to $56.917. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. |
(8) | This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.71 to $57.21. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. |
(9) | This price represents the average sale price for multiple transactions on this line. The prices of the transactions reported on this line ranged from $56.00 to $56.92. Upon request by the SEC staff, the Issuer or a security holder of the Issuer, the Reporting Person will undertake to provide full information regarding the number of shares and prices at which transactions were effected. |
(10) | 37,867 SARs became exercisable on February 22, 2007, 37,867 SARs became exercisable on February 22, 2008 and 37,866 SARs became exercisable on February 22, 2009. |
(11) | 55,934 SARs became exercisable on February 24, 2010, 55,933 SARs became exercisable on February 24, 2011 and 55,933 SARs became exercisable on February 24, 2012. |