0000046080-14-000027.txt : 20140214 0000046080-14-000027.hdr.sgml : 20140214 20140214125932 ACCESSION NUMBER: 0000046080-14-000027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140212 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140214 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HASBRO INC CENTRAL INDEX KEY: 0000046080 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 050155090 STATE OF INCORPORATION: RI FISCAL YEAR END: 1230 BUSINESS ADDRESS: STREET 1: 1027 NEWPORT AVE STREET 2: P O BOX 1059 CITY: PAWTUCKET STATE: RI ZIP: 02861 BUSINESS PHONE: 4014318697 MAIL ADDRESS: STREET 1: 200 NARRAGANSETT PARK DRIVE CITY: PAWTUCKET STATE: RI ZIP: 02862-0200 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO BRADLEY INC DATE OF NAME CHANGE: 19850814 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO INDUSTRIES INC DATE OF NAME CHANGE: 19840917 FORMER COMPANY: FORMER CONFORMED NAME: HASSENFELD BROTHERS INC DATE OF NAME CHANGE: 19720615 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDNER BRIAN CENTRAL INDEX KEY: 0001214985 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06682 FILM NUMBER: 14613715 MAIL ADDRESS: STREET 1: C/O HASBRO INC STREET 2: 1027 NEWPORT AVENUE CITY: PAWTUCKET STATE: RI ZIP: 02862 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2014-02-12 0 0000046080 HASBRO INC HAS 0001214985 GOLDNER BRIAN C/O HASBRO INC 1027 NEWPORT AVENUE PAWTUCKET RI 02861 1 1 0 0 President & CEO Common Stock (Par Value $.50 per share) 2014-02-12 4 M 0 164609 27.095 A 222414.0001 D Common Stock (Par Value $.50 per share) 2014-02-12 4 M 0 235391 31.625 A 457805.0001 D Common Stock (Par Value $.50 per share) 2014-02-12 4 S 0 390000 52.0776 D 67805.0001 D Common Stock (Par Value $.50 per share) 2014-02-12 5 G 0 E 10000 0 D 57805.0001 D Common Stock (Par Value $.50 per share) 2014-02-12 5 G 0 E 10000 0 A 361882.3209 I By the Brian D. Goldner Trust Common Stock (Par Value $.50 per share) 16935.511 I By the Barbara S. Goldner Trust Restricted Stock Units 2014-02-12 4 A 0 119318 0 A Common Stock 119318 119318 D Option (Right to Buy) 52.11 2014-02-12 4 A 0 302200 0 A 2021-02-11 Common Stock 302200 302200 D Option (Right to Buy) 27.095 2014-02-12 4 M 0 164609 0 D 2015-02-15 Common Stock 164609 0 D Option (Right to Buy) 31.625 2014-02-12 4 M 0 235391 0 D 2017-02-03 Common Stock 235391 76703 D The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $51.90 to $52.35, inclusive. The reporting person undertakes to provide to Hasbro, Inc., any security holder of Hasbro, Inc. or the staff of the ranges set forth in this footnote (1). This transaction involved a gift of securities by the Reporting Person to the Brian D. Goldner Trust. Share total has been updated to reflect shares acquired pursuant to dividend reinvestment plan. Mr. Goldner disclaims beneficial ownership of all of these shares except to the extent of his proportionate pecuniary interest therein. Each restricted stock unit represents a contingent right to earn one share of Hasbro common stock. The grant has two vesting components, each of which must be satisfied for Mr. Goldner to earn any shares under the award. The first vesting compenent is based on achievement of specified Hasbro common stock price thresholds (25% earned at $45/share; 25% earned at $52/share; 25% earned at $56/share; 25% earned at $60/share). To achieve the stock price thresholds the average closing sales price for Hasbro's common stock must trade at or above the threshold price for at least 30 consecutive trading days after April 24, 2013. To second vesting component requires that, subject to certain termination scenarios set forth in Mr. Goldner's Employment Agreement with the Company, Mr. Goldner remains continuously employed with the Company through December 31, 2017. These options were granted pursuant to an employee stock option plan in compliance with Rule 16b-3 and have tandem tax withholding rights. 33 1/3% of the options become exercisable on the first anniversary of the date of grant and an additional 33 1/3% of the options become exercisable on each anniversary of the date of grant thereafter. 33 1/3% of the options became exercisable on February 13, 2009, February 13, 2010 and February 13, 2011. 33 1/3% of the options became exercisable on February 4, 2011, February 4, 2012 and February 4, 2013. Tarrant Sibley, P/O/A for Brian Goldner 2014-02-14