0001179110-12-008190.txt : 20120510
0001179110-12-008190.hdr.sgml : 20120510
20120510175910
ACCESSION NUMBER: 0001179110-12-008190
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20120501
FILED AS OF DATE: 20120510
DATE AS OF CHANGE: 20120510
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Taylor Stephen M
CENTRAL INDEX KEY: 0001402034
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09328
FILM NUMBER: 12831640
MAIL ADDRESS:
STREET 1: 1601 WEST DIEHL ROAD
CITY: NAPERVILLE
STATE: IL
ZIP: 60563-1198
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ECOLAB INC
CENTRAL INDEX KEY: 0000031462
STANDARD INDUSTRIAL CLASSIFICATION: SOAP, DETERGENT, CLEANING PREPARATIONS, PERFUMES, COSMETICS [2840]
IRS NUMBER: 410231510
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ECOLAB CORPORATE CENTER
STREET 2: 370 WABASHA STREET NORTH
CITY: ST PAUL
STATE: MN
ZIP: 55102
BUSINESS PHONE: 6512932233
MAIL ADDRESS:
STREET 1: ECOLAB CORPORATE CENTER
STREET 2: 370 WABASHA STREET NORTH
CITY: ST. PAUL
STATE: MN
ZIP: 55102
FORMER COMPANY:
FORMER CONFORMED NAME: ECONOMICS LABORATORY INC
DATE OF NAME CHANGE: 19861203
3/A
1
edgar.xml
FORM 3/A -
X0205
3/A
2012-05-01
2012-05-10
0
0000031462
ECOLAB INC
ECL
0001402034
Taylor Stephen M
1601 WEST DIEHL ROAD
NAPERVILLE
IL
60563
0
1
0
0
EVP and Pres. - Global Energy
Common Stock
6272
D
Restricted Stock Units
Common Stock
12155
D
Restricted Stock Units
Common Stock
9490
D
Employee Stock Option (Right to Buy)
26.20
2011-12-01
2016-06-28
Common Stock
5594
D
Employee Stock Option (Right to Buy)
35.34
2011-12-01
2007-02-15
Common Stock
5261
D
Employee Stock Option (Right to Buy)
30.10
2011-12-01
2018-02-14
Common Stock
13297
D
Employee Stock Option (Right to Buy)
17.55
2011-12-01
2019-02-12
Common Stock
13682
D
Employee Stock Option (Right to Buy)
32.35
2011-12-01
2020-02-09
Common Stock
7776
D
Employee Stock Option (Right to Buy)
40.53
2011-12-01
2021-02-08
Common Stock
9535
D
Employee Stock Option (Right to Buy)
55.595
2012-12-01
2021-12-01
Common Stock
28800
D
Employee Stock Option (Right to Buy)
55.595
2014-12-01
2021-12-01
Common Stock
38400
D
Restricted Stock Units
2014-12-01
Common Stock
9220
D
The units will vest on February 28, 2013, subject to continued employment at the vesting date. Each restricted stock unit represents a contingent right to receive one share of Ecolab Inc. common stock.
The units will vest on February 28, 2014, subject to continued employment at the vesting date. Each restricted stock unit represents a contingent right to receive one share of Ecolab Inc. common stock.
These options originally represented the option to purchase shares of common stock of Nalco Holding Company ("Nalco") and had a variety of vesting schedules. All options that were unvested as of November 30, 2011 were accelerated pursuant to Mr. Taylor's Change of Control Agreement with Nalco upon closing of the merger on December 1, 2011 by and among Ecolab Inc., Sustainability Partners Corporation and Nalco. The options were converted into options to purchase shares of Ecolab Inc. common stock pursuant to the Agreement and Plan of Merger dated as of July 19, 2011 among Ecolab Inc., Sustainability Partners Corporation and Nalco.
The option will be exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining shares on the third anniversary of the date of grant.
The units will vest on December 1, 2014, subject to continued employment at the vesting date. Each restricted stock unit represents a contingent right to receive one share of Ecolab Inc. common stock.
Refiling with Power of Attorney attached.
David F. Duvick, as Attorney-in-Fact for Stephen M. Taylor
2012-05-10
EX-24
2
poa_taylor.txt
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby
constitutes and appoints each of James J. Seifert, Michael C. McCormick,
David F. Duvick, and Peter G. Westphal, signing singly,
as the undersigned's true and lawful attorney-in-fact to:
(1) prepare, execute in the undersigned's name and
on the undersigned's behalf, and submit to the U.S.
Securities and Exchange Commission (the "SEC") a
Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes
and passwords enabling the undersigned to make
electronic filings with the SEC of reports required
by Section 16(a) of the Securities Exchange Act of
1934 or any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer and/or
director of Ecolab Inc. (the "Company"), Forms 3, 4 and 5
in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder, and any other
forms or reports the undersigned may be required to file in
connection with the undersigned's ownership, acquisition, or
disposition of securities of the Company;
(3) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable
to complete and execute any such Form 3, 4 or 5, or other
form or report; complete and execute any amendment or amendments
thereto; and timely file such form or report or amendment with
the SEC and any stock exchange or similar authority; and
(4) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the
undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall
be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with
full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of
this power of attorney and the rights and powers
herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not
assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16
of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required
to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in
securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this
26th day of April, 2012.
/s/Stephen M. Taylor
____________________________________
Stephen M. Taylor