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
TEREX CORP [ TEX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/27/2013 | ||||||||||||||||||||||||||
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 par value | 02/27/2013 | A | 13,653(1) | A | $0 | 162,186 | D | |||
Common Stock, $.01 par value | 02/27/2013 | A | 6,826(2) | A | $0 | 169,012 | D | |||
Common Stock, $.01 par value | 02/27/2013 | A | 6,826(3) | A | $0 | 175,838 | D | |||
Common Stock, $.01 par value | 02/27/2013 | A | 593(4) | A | $0 | 176,431 | D | |||
Common Stock, $.01 par value | 02/27/2013 | A | 701(5) | A | $0 | 177,132 | D | |||
Common Stock, $.01 par value | 02/27/2013 | A | 2,433(1) | A | $0 | 18,640 | I | By Wife | ||
Common Stock, $.01 par value | 02/27/2013 | A | 811(3) | A | $0 | 19,451 | I | By Wife | ||
Common Stock, $.01 par value | 02/27/2013 | A | 91(4) | A | $0 | 19,542 | I | By Wife | ||
Common Stock, $.01 par value | 02/27/2013 | I | V | 0 | A | $0 | 3,100 | I | 401(k) plan | |
Common Stock, $.01 par value | 02/27/2013 | I | V | 0 | A | $0 | 2,320 | I | 401(k) plan by Wife |
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 |
Explanation of Responses: |
1. Shares granted pursuant to one of the Company's long-term incentive plans with the award vesting as follows: 1/3 on February 27, 2014, 1/3 on February 27, 2015 and 1/3 on February 27, 2016. |
2. Shares granted pursuant to one of the Company's long-term incentive plans with the award scheduled to vest in the first quarter of 2016 if the Company achieves a targeted percentile rank against a peer group of companies for three year annualized total shareholder return ("TSR") for the period January 1, 2013 - December 31, 2015. The number of shares in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted percentile rank. |
3. Shares granted pursuant to one of the Company's long-term incentive plans with the award scheduled to vest in the first quarter of 2016 if the Company achieves a targeted earnings per share ("EPS") in each of 2013, 2014 and 2015. The number of shares in this grant are subject to adjustment, up or down, based upon attainment above or below the targeted EPS. |
4. Performance shares awarded pursuant to the performance share award granted on March 22, 2011 resulting from the Company's exceeding performance targets set out in such grant for the period ended December 31, 2012, vesting in the first quarter of 2014. |
5. Performance shares awarded pursuant to the performance share award granted on February 29, 2012 resulting from the Company's exceeding performance targets set out in such grant for the period ended December 31, 2012, vesting in the first quarter of 2015. |
Remarks: |
/s/Scott J. Posner, by power of attorney | 03/01/2013 | |
** 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. |