0001209191-13-044760.txt : 20130918 0001209191-13-044760.hdr.sgml : 20130918 20130918165820 ACCESSION NUMBER: 0001209191-13-044760 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130916 FILED AS OF DATE: 20130918 DATE AS OF CHANGE: 20130918 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PEABODY ENERGY CORP CENTRAL INDEX KEY: 0001064728 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 134004153 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 701 MARKET ST CITY: ST LOUIS STATE: MO ZIP: 63101-1826 BUSINESS PHONE: 3143423400 MAIL ADDRESS: STREET 1: 701 MARKET ST CITY: ST LOUIS STATE: MO ZIP: 63101-1826 FORMER COMPANY: FORMER CONFORMED NAME: P&L COAL HOLDINGS CORP DATE OF NAME CHANGE: 19980623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kellow Glenn L CENTRAL INDEX KEY: 0001586673 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16463 FILM NUMBER: 131104021 MAIL ADDRESS: STREET 1: 701 MARKET STREET CITY: ST. LOUIS STATE: MO ZIP: 63101 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2013-09-16 0 0001064728 PEABODY ENERGY CORP BTU 0001586673 Kellow Glenn L 701 MARKET STREET ST. LOUIS MO 63101 0 1 0 0 President and COO Employee Stock Option (right to buy) 18.05 2013-09-16 4 A 0 59312 0.00 A 2023-09-16 Common Stock 59312 59312 D Restricted Stock Units 2013-09-16 4 A 0 110803 0.00 A 2018-09-16 Common Stock 110803 110803 D The options vest in three equal annual installments beginning September 16, 2014. Each Restricted Stock Unit represents a contingent right to receive one share of Peabody common stock ("Common Stock").So long as Mr. Kellow remains employed by Peabody Energy Corporation (the "Company") through September 16, 2018 (the "Vesting Date"), then (a) 50% of the RSUs shall become vested on the Vesting Date to the extent that at any time between September 16, 2013 (the "Grant Date") and September 16, 2017 (the "First Measurement Date") the TSR (as defined in footnote 3) equals or exceeds 20% for a period of 20 consecutive trading days (the "First Measurement Criterion"), and (b) the remaining 50% percent of the RSUs shall become vested on the Vesting Date to the extent that at any time between the Grant Date and the Vesting Date the TSR equals or exceeds 40% for a period of 20 consecutive trading days. The award agreement also provides for continued vesting under certain circumstances. "TSR" is defined as the aggregate increase or decrease (expressed as a percentage) in the value of a share of Common Stock after the Grant Date. For the purpose of determining the value of a share of Common Stock on the Grant Date, the closing price for a share of Common Stock as reported by the New York Stock Exchange ("NYSE") on the Grant Date shall be used. For purposes of determining the value of a share of Common Stock on any day after the Grant Date, the closing price for a share of Common Stock as reported by the NYSE on such date shall be aggregated together with the aggregate amount of dividends paid by the Company in respect of a share of Common Stock between the Grant Date and the date that the TSR is being determined. If shares of Common Stock are no longer traded on a securities exchange, then effective as of the date that shares of Common Stock are no longer traded on a securities exchange, and each day thereafter, the TSR shall equal 40%. Glenn L. Kellow By: Kenneth L. Wagner, Attorney-in-Fact 2013-09-18