0000908834-17-000287.txt : 20171220 0000908834-17-000287.hdr.sgml : 20171220 20171220162201 ACCESSION NUMBER: 0000908834-17-000287 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171201 FILED AS OF DATE: 20171220 DATE AS OF CHANGE: 20171220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rouve Andreas CENTRAL INDEX KEY: 0001588034 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34757 FILM NUMBER: 171266995 MAIL ADDRESS: STREET 1: ORANIENSTRASSE 82 A CITY: BAD SODEN STATE: 2M ZIP: 65812 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 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-12-01 0001487730 Spectrum Brands Holdings, Inc. SPB 0001588034 Rouve Andreas C/O SPECTRUM BRANDS HOLDINGS, INC. 3001 DEMING WAY MIDDLETON WI 53562 1 1 0 0 CEO & President Common Stock 2017-12-01 4 M 0 10895 A 119809 D Common Stock 2017-12-01 4 F 0 5404 114.21 D 114405 D Common Stock 2017-12-01 4 M 0 5448 A 119853 D Common Stock 2017-12-01 4 F 0 2703 114.21 D 117150 D Common Stock 2017-12-01 4 M 0 15324 A 132474 D Common Stock 2017-12-01 4 F 0 7601 114.21 D 124873 D Common Stock 2017-12-01 4 M 0 6488 A 131361 D Common Stock 2017-12-01 4 F 0 3219 114.21 D 128142 D Common Stock 2017-12-01 4 M 0 9272 A 137414 D Common Stock 2017-12-01 4 F 0 4599 114.21 D 132815 D Common Stock 2017-12-08 4 A 0 5025 A 137840 D Common Stock 2017-12-08 4 F 0 2493 114.47 D 135347 D Performance Rights 2017-12-01 4 M 0 16343 D Common Stock 16343 0 D Performance Rights 2017-12-01 4 M 0 21812 D Common Stock 21812 0 D Performance Rights 2017-12-01 4 A 0 18632 A Common Stock 18632 18632 D Performance Rights 2017-12-01 4 M 0 9272 D Common Stock 9272 9360 D The remaining 50% of the performance rights granted on February 2, 2015 under the Spectrum Brands Holdings, Inc. S2B Plan vested on December 1, 2017, and such performance rights representing the S2B Service Award portion of Mr. Rouve's S2B Award, settled for 10,895 shares of the Issuer's common stock. Represents shares of the Issuer's common stock withheld to satisfy Mr. Rouve's tax withholding obligation upon the vesting and settling of performance rights of the S2B Service Award portion of Mr. Rouve's S2B Award. The remaining 50% of the performance rights granted on April 1, 2015 under the Spectrum Brands Holdings, Inc. S2B Plan vested on December 1, 2017, and such performance rights representing the S2B Service Award portion of Mr. Rouve's S2B Award, settled for 5,448 shares of the Issuer's common stock. The remaining 50% of the performance rights granted on December 15, 2015 under the Spectrum Brands Holdings, Inc. 2016 Equity Incentive Plan (the "2016 EIP Award") vested on December 1, 2017, and such performance rights representing the 2016 EIP Service Award portion of Mr. Rouve's 2016 EIP Award, settled for 15,324 shares of the Issuer's common stock. Represents shares of the Issuer's common stock withheld to satisfy Mr. Rouve's tax withholding obligation upon the vesting and settling of performance rights of the 2016 EIP Service Award portion of Mr. Rouve's 2016 EIP Award. On December 1, 2017, Mr. Rouve also received 6,488 additional shares, representing the 2016 EIP Additional Award portion of Mr. Rouve's 2016 EIP Award, based on the Issuer exceeding by a certain percentage the 2016 adjusted EBITDA and 2016 consolidated free cash flow targets for the fiscal year ended September 30, 2016. The 2016 EIP Additional Award vested on December 1, 2017 since Mr. Rouve remained employed by the Issuer as of such date and the Issuer's 2017 adjusted EBITDA and consolidated free cash flow results were equal to or greater than the comparable results for 2016. Represents shares of the Issuer's common stock withheld to satisfy Mr. Rouve's tax withholding obligation upon the vesting and settling of performance rights of the 2016 EIP Additional Award portion of Mr. Rouve's 2016 EIP Award. Performance rights granted on December 15, 2016 under the Spectrum Brands Holdings, Inc. 2017 Equity Incentive Plan (the "2017 EIP Award") were earned as of December 1, 2017, and 50% of such performance rights, representing the 2017 EIP Performance Award portion of Mr. Rouve's 2017 EIP Award, settled for 9,272 shares of the Issuer's common stock. In addition, 9,273 shares, representing the 2017 EIP Service Award portion of Mr. Rouve's 2017 EIP Award, will vest on December 1, 2018 if Mr. Rouve remains employed by the Issuer on such first anniversary. Mr. Rouve also shall be eligible to receive up to 87 additional shares, representing the 2017 EIP Additional Award portion of Mr. Rouve's 2017 EIP Award, based on the Issuer exceeding 2017 consolidated free cash flow targets for the fiscal year ended September 30, 2018. The 2017 EIP Additional Award will vest on December 1, 2018 if Mr. Rouve remains employed by the Issuer as of such date and will be payable if the Issuer's consolidated free cash flow results are equal to or greater than the comparable results for 2017. Represents shares of the Issuer's common stock withheld to satisfy Mr. Rouve's tax withholding obligation upon the vesting and settling of performance rights of the 2017 EIP Performance Award portion of Mr. Rouve's 2017 EIP Award. The shares represent the cash value of the Management Incentive Award under the Issuer's 2017 Management Incentive Plan. These shares of the Issuer's common stock were surrendered to satisfy Mr. Rouve's tax withholding requirements resulting from the vesting of his Management Incentive Award. Each performance right represents a contingent right to receive one share of the Issuer's common stock. /s/ Nathan E. Fagre, attorney-in-fact 2017-12-20