0000101063-12-000063.txt : 20120807 0000101063-12-000063.hdr.sgml : 20120807 20120807135458 ACCESSION NUMBER: 0000101063-12-000063 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120803 FILED AS OF DATE: 20120807 DATE AS OF CHANGE: 20120807 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Burness Michael J CENTRAL INDEX KEY: 0001488454 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-01550 FILM NUMBER: 121012501 MAIL ADDRESS: STREET 1: 250 EAST FIFTH STREET CITY: CINCINNATI STATE: OH ZIP: 45202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHIQUITA BRANDS INTERNATIONAL INC CENTRAL INDEX KEY: 0000101063 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] IRS NUMBER: 041923360 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 250 E FIFTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5137848880 MAIL ADDRESS: STREET 1: CHIQUITA BRANDS INTERNATIONAL, INC. STREET 2: 250 EAST FIFTH STREET CITY: CINCINNATI STATE: OH ZIP: 45202 FORMER COMPANY: FORMER CONFORMED NAME: UNITED BRANDS CO DATE OF NAME CHANGE: 19900403 4/A 1 primary_doc.xml PRIMARY DOCUMENT X0306 4/A 2012-08-03 2012-08-07 0 0000101063 CHIQUITA BRANDS INTERNATIONAL INC CQB 0001488454 Burness Michael J 550 SOUTH CALDWELL STREET CHARLOTTE NC 28202 0 1 0 0 VP Global Quality&Food Safety Common Stock 2012-08-03 4 F 0 929 5.07 D 54274 D Common Stock 2012-08-03 4 S 0 286 5.02 D 53988 D Common Stock 342 I by 401(k) Common Stock 3659 I by ESPP Table I, Item l. Shares withheld, based on the fair market value of the Common Stock on August 3, 2012, to pay required withholding taxes upon the vesting of 2,860 shares pursuant to a Restricted Stock Award granted August 3, 2010 under the Company's Stock and Incentive Plan. The full award was previously reported. Table I, Item l. Shares sold pursuant to a previously adopted and disclosed Rule 10b5-1 trading plan in an amount (10%) corresponding to estimated taxes due in excess of amounts withheld upon the vesting of the August 3, 2010 Award referenced above. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.95 to $5.06. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price within the range set forth above. Table 1, Item 5: Represents the number of whole units held in the Chiquita Stock Fund of the Company's Savings and Investment Plan, a 401(k) Plan, based on a plan statement dated as of June 30, 2012. The reported holdings were reduced from prior reports due to fees allocated to the reporting person's account in the unitized 401(k) Plan. Table 1, Item 1: Represents the number of whole shares held in the Chiquita Employee Stock Purchase Plan, a plan qualified by Section 423 of the Internal Revenue Code, based on the most recent plan statement dated at June 30, 2012. Form 4 filed August 7, 2012 is being amended to include the weighted average price of the sales that took place on August 3, 2012 James E. Thompson as Attorney-in-Fact for Michael J. Burness 2012-08-07