0001140361-11-056393.txt : 20111206 0001140361-11-056393.hdr.sgml : 20111206 20111206172809 ACCESSION NUMBER: 0001140361-11-056393 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111202 FILED AS OF DATE: 20111206 DATE AS OF CHANGE: 20111206 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: POLISTINA TERRY CENTRAL INDEX KEY: 0001231601 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34757 FILM NUMBER: 111246526 MAIL ADDRESS: STREET 1: 5980 MIAMI LAKES DRIVE CITY: MIAMI LAKES STATE: FL ZIP: 33014 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: 601 RAYOVAC DRIVE CITY: MADISON STATE: WI ZIP: 53711 BUSINESS PHONE: 608-275-3340 MAIL ADDRESS: STREET 1: 601 RAYOVAC DRIVE CITY: MADISON STATE: WI ZIP: 53711 4 1 doc1.xml FORM 4 X0304 4 2011-12-02 0 0001487730 Spectrum Brands Holdings, Inc. SPB 0001231601 POLISTINA TERRY C/O SPECTRUM BRANDS HOLDINGS, INC. 601 RAYOVAC DRIVE MADISON WI 53711 1 1 0 0 President, Russell Hobbs Common Stock 2011-12-02 4 M 0 88888 A 203644 D Common Stock 2011-12-02 4 F 0 16200 28.01 D 187444 D Performance Rights 2011-12-02 4 M 0 88888 D 2012-09-30 Common Stock 88888 0 D Performance Rights 2013-09-30 Common Stock 88888 88888 D Performance Rights 2013-09-30 Common Stock 111111 111111 D Under the Spectrum Brands Holdings, Inc. 2011 Equity Award Plan, 88,888 performance rights, each representing a right to receive one share of the Issuer's common stock, vested on December 2, 2011 upon the Issuer meeting certain adjusted EBITDA and free cash flow performance targets for the year ended September 30, 2011 (the "2011 Award"). Mr. Polistina immediately received 44,444 shares, less the tax withholding discussed in footnote 3, and will receive the remaining 44,444 shares on September 30, 2012 if he is employed by the Issuer on such date. Includes 44,444 shares of restricted stock of Issuer granted under the 2011 Award, which will vest on September 30, 2012 if Mr. Polistina is employed by the Issuer on such date. Represents 16,200 shares of Issuer's common stock automatically withheld to satisfy Mr. Polistina's tax withholding obligation upon the vesting of performance rights representing 44,444 shares. Each performance right represents a contingent right to receive one share of the Issuer's common stock. Under the Spectrum Brands Holdings, Inc. 2012 Equity Award Plan, up to 50% of such performance rights will vest within 74 days of the Issuer meeting certain adjusted EBITDA and free cash flow performance targets for the year ended September 30, 2012, if Mr. Polistina is employed by the Issuer on such date (the "2012 Award"). In addition, an amount equal to the 2012 Award will vest on September 30, 2013, if Mr. Polistina is employed by the Issuer on such date. Each performance right represents a contingent right to receive one share of the Issuer's common stock. Under the Spectrum Brands Holdings, Inc. 2011 Two-Year Equity Award Plan, up to 50% of such performance rights will vest within 74 days of the Issuer meeting certain adjusted EBITDA, free cash flow and strategic integration performance targets for the two years ended September 30, 2012, if Mr. Polistina is employed by the Issuer on such date (the "Two-Year 2012 Award"). In addition, an amount equal to the Two-Year 2012 Award will vest on September 30, 2013, if Mr. Polistina is employed by the Issuer on such date. Nathan E. Fagre, attorney-in-fact 2011-12-06