FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PLUM CREEK TIMBER CO INC [ PCL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/11/2008 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 01/11/2008 | A(1) | 1,169 | A | $46.04 | 6,075 | D | |||
Common Stock | 01/11/2008 | A(2) | 559 | A | $46.04 | 6,634 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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 | ||||||||
Stock Option (2001 SIP) | $24.95 | (3) | 10/08/2011 | Common Stock | 3,000 | 3,000 | D | ||||||||
Stock Option (2002 SIP) | $29.7 | (3) | 01/24/2012 | Common Stock | 4,000 | 4,000 | D | ||||||||
Stock Option (2003 SIP) | $21.91 | (3) | 01/28/2013 | Common Stock | 5,000 | 5,000 | D | ||||||||
Stock Option (2004 SIP) | $30.91 | (3) | 02/02/2014 | Common Stock | 5,500 | 5,500 | D | ||||||||
Stock Option (2005 SIP) | $37.49 | (3) | 02/09/2015 | Common Stock | 5,500 | 5,500 | D | ||||||||
Stock Option (2006 SIP | $35.74 | (3) | 02/03/2016 | Common Stock | 6,000 | 6,000 | D | ||||||||
Stock Option (2007 SIP) | $40.42 | (3) | 02/05/2017 | Common Stock | 8,000 | 8,000 | D |
Explanation of Responses: |
1. Represents shares of common stock acquired pursuant to the settlement of performance rights awarded under the Plum Creek Stock Incentive Plan. The performance rights vest at a specified percentage of face value ($100 per unit), depending upon the Issuer's total shareholder return at the end of a three-year performance period relative to selected peer groups. The Issuer's Compensation Committee ("Committee") certified achievement of the performance goal on January 9, 2008. Plan participants may elect to take common stock in lieu of a cash payment (net of withholding taxes) based on the closing price of the common stock on the last trading date of the performance period. If the plan participant does not meet the Issuer's Stock Ownership Guidelines, up to 50% of the cash payment (net of withholding taxes) due upon settlement of the performance rights must be paid in common stock based on the same closing price. |
2. Represents shares of common stock acquired pursuant to the settlement of performance rights awarded under the Plum Creek Stock Incentive Plan. A cash amount equal to the dividends paid on the Issuer's common stock accrues over a five-year performance period when an annualized measure of total shareholder return is achieved. The Committee certified the achievement of the performance goals on January 9, 2008. Plan participants may elect to take common stock in lieu of a cash payment (net of withholding taxes) based on the closing price of the common stock on the last trading date of the performance period. If the plan participant does not meet the Issuer's Stock Ownership Guidelines, up to 50% of the cash payment (net of withholding taxes) due upon settlement of the performance rights must be paid in common stock based on the same closing price. |
3. The option granted under the Plum Creek Stock Incentive Plan provides the right to purchase common stock at the fair market value thereof on the date of grant, and becomes exercisable after vesting. The option vests in four equal annual installments, beginning one year after the date of grant. |
Jose J. Quintana, Power of Attorney for Thomas M. Reed | 01/14/2007 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |