0000908834-15-000446.txt : 20151217 0000908834-15-000446.hdr.sgml : 20151217 20151217173145 ACCESSION NUMBER: 0000908834-15-000446 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151215 FILED AS OF DATE: 20151217 DATE AS OF CHANGE: 20151217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Spectrum Brands Holdings, Inc. CENTRAL INDEX KEY: 0001487730 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 272166630 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 3001 DEMING WAY CITY: MIDDLETON STATE: WI ZIP: 53562 BUSINESS PHONE: 608-275-3340 MAIL ADDRESS: STREET 1: P.O. BOX 620992 CITY: MIDDLETON STATE: WI ZIP: 53562-0992 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FAGRE NATHAN E CENTRAL INDEX KEY: 0001128172 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34757 FILM NUMBER: 151294632 MAIL ADDRESS: STREET 1: 19 FULTON STREET 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 100382100 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2015-12-15 0001487730 Spectrum Brands Holdings, Inc. SPB 0001128172 FAGRE NATHAN E C/O SPECTRUM BRANDS HOLDINGS, INC. 3001 DEMING WAY MIDDLETON WI 53562 0 1 0 0 SVP, GC and Secretary Performance Rights 2015-12-15 4 A 0 17928 0 A Common Stock 17928 17928 D Performance Rights Common Stock 7388 7388 D Each performance right represents a contingent right to receive one share of the Issuer's common stock. Represent performance rights granted on December 15, 2015 under the Spectrum Brands Holdings, Inc. 2016 Equity Incentive Plan ("2016 EIP Award"). Fifty percent of the 2016 EIP Award shall be payable if the Issuer achieves adjusted EBITDA of at least the adjusted EBITDA target set by the Compensation Committee for the fiscal year ending September 30, 2016 ("2016 Adjusted EBITDA") and fifty percent shall be payable if the Issuer achieves adjusted free cash flow of at least the adjusted free cash flow target set by the Compensation Committee for the fiscal year ending September 30, 2016 ("2016 FCF"), as determined within 74 days following the end of said fiscal year (such date, the "2016 EIP Award Date"). If the Issuer does not achieve these targets but exceeds the actual results achieved in the 2015 fiscal year for these targets, Mr. Fagre would receive a reduced award. On such date (the "2016 EIP Performance Vesting Date"), one-half of any performance rights that have been earned will vest (such amount, the "2016 EIP Performance Award"). In addition, an amount equal to the 2016 EIP Performance Award will vest on the first anniversary of the 2016 EIP Performance Vesting Date (such date, the "2016 EIP Service Vesting Date"), if Mr. Fagre remains employed by the Issuer on such first anniversary (such amount, the "2016 EIP Service Award"). Mr. Fagre shall also be eligible to receive up to 4,648 additional shares (the "2016 EIP Additional Award") based on the Issuer exceeding by a certain percentage the 2016 adjusted EBITDA and 2016 FCF targets for the fiscal year ended September 30, 2016. The 2016 EIP Additional Award will vest on the 2016 EIP Service Vesting Date if Mr. Fagre remains employed by the Issuer as of such date and if the Issuer's 2017 adjusted EBITDA and adjusted free cash flow results are equal to or greater than the comparable results for 2016. The 2016 EIP Performance Award, the 2016 EIP Service Award, and the 2016 EIP Additional Award together constitute the 2016 EIP Award. Represent the 2015 EIP Service Award portion of 6,721 shares of Mr. Fagre's 2015 EIP Award granted on December 15, 2014 under the Spectrum Brands Holdings, Inc. 2015 Equity Incentive Plan that will vest on December 1, 2016, if Mr. Fagre remains employed by the Issuer on such date, and the 2015 EIP Additional Award portion of Mr. Fagre's 2015 EIP Award of up to 667 additional shares that will also vest on December 1, 2016 if Mr. Fagre remains employed by the Issuer as of such date and if the Issuer's 2016 adjusted EBITDA and adjusted free cash flow results are equal to or greater than the comparable results for 2015. /s/ Nathan E. Fagre 2015-12-17