|
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 |
|
| ||||||||||||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
2008 Restricted Stock Units | (2) | 02/28/2011 | M | 10,566 | (1) | 02/28/2011(1) | Common Stock | 10,566 | $ 0 | 0 | D | ||||
2008 Restricted Stock Units | (2) | 03/01/2011 | D | 28,800 | (3) | 02/28/2011(3) | Common Stock | 28,800 | $ 0 | 0 | D | ||||
2008 Restricted Stock Units | (2) | 03/01/2011 | D | 46,500 | (4) | 02/28/2011(4) | Common Stock | 46,500 | $ 0 | 0 | D | ||||
2009 Restricted Stock Units | (2) | (5) | 03/15/2012(5) | Common Stock | 184,000 | 184,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
STRENGE ROBERT E BOISE INC. 1111 WEST JEFFERSON STREET, SUITE 200 BOISE, ID 83702-5388 |
Senior Vice President |
/s/ Robert E. Strenge | 03/02/2011 | |
**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) | On May 2, 2008, Mr. Strenge was awarded 107,000 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. A portion of this 2008 award was service-condition vesting (31,700 RSUs) and the remaining portion was market-condition vesting (75,300 RSUs). The first 1/3 of the service-condition vesting RSUs vested on March 2, 2009, and Mr. Strenge paid the withholding tax on those shares. The second 1/3 vested on March 1, 2010, and Mr. Strenge elected to have shares withheld to satisfy his tax withholding obligations. The final 1/3 vested on February 28, 2011, and Mr. Strenge elected to have shares withheld to satisfy his tax withholding obligations. Pursuant to Mr. Strenge's Restricted Stock Unit Award Agreement, the company paid cash for the fractional shares. |
(2) | Each restricted stock unit represents a contingent right to receive one share of Boise Inc. common stock. |
(3) | These RSUs would have vested on February 28, 2011, if at some point before that date the company's stock price had closed at or above $10.00 on 20 of any consecutive 30 trading days. We did not meet this stock price performance measure. Pursuant to Mr. Strenge's Restricted Stock Unit Award Agreement, these RSUs were forfeited on March 1, 2011. |
(4) | These RSUs would have vested on February 28, 2011, if at some point before that date the company's stock price had closed at or above $12.50 on 20 of any consecutive 30 trading days. We did not meet this stock price performance measure. Pursuant to Mr. Strenge's Restricted Stock Unit Award Agreement, these RSUs were forfeited on March 1, 2011. |
(5) | On March 16, 2009, Mr. Strenge was awarded 230,000 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RSUs vest as follows: 46,000 RSUs vested on March 15, 2010; 46,000 will vest on March 15, 2011; and the remaining 138,000 will vest on March 15, 2012. |