FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
GENCORP INC [ GY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 11/30/2011 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Common Stock | 132,726 | D | |||||||||||||
Common Stock | 80,000 | I | By Scott J. Seymour and Kathleen T. Goette Seymour Family Trust(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
Emp. Stk. Option (Right to Buy)(2) | $7.14 | (3) | 01/06/2017 | Common Stock | 100,000 | 100,000 | I | By Scott J. Seymour and Kathleen T. Goette Seymour Family Trust | ||||||
Emp. Stk. Option (Right to Buy)(2) | $4.91 | 11/30/2012(4) | 11/30/2017(6) | Common Stock | 239,464 | 239,464 | I | By Scott J. Seymour and Kathleen T. Goette Seymour Family Trust | ||||||
Emp. Stk. Option (Right to Buy)(2) | $6.01 | (5) | 03/30/2018 | Common Stock | 65,621 | 65,621 | I | By Scott J. Seymour and Kathleen T. Goette Seymour Family Trust |
Explanation of Responses: |
1. As of April 8, 2011, 40,000 shares were transferred to the Scott J. Seymour and Kathleen T. Goette Seymour Family Trust ("Trust"). On January 10, 2012, an additional 40,000 shares were transferred to the Trust. |
2. As of November 17, 2011, these stock options were transferred to the Scott J. Seymour and Kathleen T. Goette Seymour Family Trust. |
3. Grant to reporting person of stock options under the 2009 Equity and Performance Incentive Plan. Stock options will vest in 1/3 increments over a three year period from the date of grant. |
4. Grant to Reporting Person of stock options under the Amended and Restated 2009 Equity and Performance Incentive Plan. Stock Options will vest based on meeting certain performance targets for FY 2012. |
5. Grant to Reporting Person of stock options under the Amended and Restated 2009 Equity and Performance Incentive Plan. Stock options will vest based on meeting certain performance targets for FY 2013. |
6. The expiration date was mistakenly reported as 11/30/2020 on the reporting Person's Form 4 filed December 2, 2010. |
Rebecca A. Bauer as Attorney-in-Fact | 01/17/2012 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |