0000059255-11-000087.txt : 20110314 0000059255-11-000087.hdr.sgml : 20110314 20110314193348 ACCESSION NUMBER: 0000059255-11-000087 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110314 FILED AS OF DATE: 20110314 DATE AS OF CHANGE: 20110314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIMMONS HAROLD C CENTRAL INDEX KEY: 0001037854 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 11686828 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FREEWAY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240-2697 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALHI INC /DE/ CENTRAL INDEX KEY: 0000059255 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 870110150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: STE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTER STREET 2: 5430 LBJ FREEWAY SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: LLC CORP DATE OF NAME CHANGE: 19870329 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY LOAN CORP DATE OF NAME CHANGE: 19800414 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2011-03-14 0000059255 VALHI INC /DE/ VHI 0001037854 SIMMONS HAROLD C 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 1 1 1 0 Chairman of the Board Common stock, $0.01 par value per share 2011-03-14 4 P 0 100 21.20 A 373816 D Common stock, $0.01 par value per share 2011-03-14 4 P 0 3900 21.25 A 377716 D Common stock, $0.01 par value per share 2011-03-14 4 P 0 2000 21.00 A 379716 D Common stock, $0.01 par value per share 104813316 I by VHC Common stock, $0.01 par value per share 1442428 I by TFMC Common stock, $0.01 par value per share 366847 I by CDCT Common stock, $0.01 par value per share 219796 I by Spouse Common stock, $0.01 par value per share 15000 I by Contran Directly held by Valhi Holding Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person. Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person. Directly held by the Contran Amended and Restated Deferred Compensation Trust. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person. Directly held by the reporting person's spouse. Directly held by Contran Corporation. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person. Exhibit Index: Exhibit 99 - Additional Information A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons 2011-03-14 EX-99 2 f4vhi110314hcs.htm ADDITIONAL INFORMATION

f4vhi110314hcs.txt



Exhibit 99

Additional Information



     The following persons directly hold the following percentages of the

outstanding shares of common stock of the issuer, Valhi, Inc. ("Valhi"):



Valhi Holding Company ("VHC")................................92.4%

TIMET Finance Management Company ("TFMC").....................1.3%

Harold Simmons Foundation, Inc. (the "Foundation")............0.9%

Contran Amended and Restated Deferred Compensation

  Trust ("CDCT")..............................................0.3%

Harold C. Simmons.............................................0.3%

Annette C. Simmons............................................0.2%

The Combined Master Retirement Trust ("CMRT").................0.1%

The Annette Simmons Grandchildren's Trust

  (the "Grandchildren's Trust") ..............................less than 0.1%

Contran Corporation ("Contran")...............................less than 0.1%



Titanium Metals Corporation ("TIMET") is the sole stockholder of TFMC.



     The following persons directly hold the following percentages of the

outstanding shares of common stock of Kronos Worldwide, Inc. ("Kronos"):



Valhi........................................................50.0%

NL Industries, Inc. ("NL")...................................30.4%

Harold C. Simmons.............................................0.4%

TFMC..........................................................0.1%

Annette C. Simmons............................................0.1%

Contran.......................................................less than 0.1%



     The following persons directly hold the following percentages of the

outstanding shares of common stock of TIMET:



VHC..........................................................23.2%

Annette C. Simmons...........................................12.1%

CMRT..........................................................8.6%

Harold C. Simmons.............................................3.1%

Contran.......................................................2.0%

Kronos........................................................1.8%

NL............................................................0.8%

Valhi.........................................................0.5%

Foundation....................................................less than 0.1%

Grandchildren's Trust.........................................less than 0.1%



NL's percentage ownership of TIMET common stock includes 0.3% directly held by

a subsidiary of NL.



     The following persons directly hold the following percentages of the

outstanding shares of common stock of NL:



Valhi........................................................83.0%

Harold C. Simmons.............................................2.2%

Annette C. Simmons............................................0.6%

TFMC..........................................................0.5%

Kronos........................................................less than 0.1%



     Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is the direct

holder of 100% of the outstanding shares of common stock of VHC.  Contran is the

holder of 100% of the outstanding shares of common stock of Dixie Rice.



     Substantially all of Contran's outstanding voting stock is held by trusts

established for the benefit of certain children and grandchildren of Harold C.

Simmons (the "Trusts"), of which Mr. Simmons is the sole trustee, or is held by

Mr. Simmons or persons or other entities related to Mr. Simmons.  As sole

trustee of each of the Trusts, Mr. Simmons has the power to vote and direct the

disposition of the shares of Contran stock held by each of the Trusts.  Mr.

Simmons, however, disclaims beneficial ownership of any shares of Contran stock

that the Trusts hold.



     The Foundation is a tax-exempt foundation organized for charitable

purposes.  Harold C. Simmons is the chairman of the board of the Foundation and

may be deemed to control the Foundation.



     Contran sponsors the CMRT as a trust to permit the collective investment by

master trusts that maintain the assets of certain employee benefit plans Contran

and related companies adopt.  Mr. Simmons is the sole trustee of the CMRT and a

member of the trust investment committee for the CMRT.  Mr. Simmons is a

participant in one or more of the employee benefit plans that invest through the

CMRT.



     U.S. Bank National Association serves as the trustee of the CDCT.  Contran

established the CDCT as an irrevocable "rabbi trust" to assist Contran in

meeting certain deferred compensation obligations that it owes to Harold C.

Simmons.  If the CDCT assets are insufficient to satisfy such obligations,

Contran is obligated to satisfy the balance of such obligations as they come

due.  Pursuant to the terms of the CDCT, Contran (i) retains the power to vote

the shares of the issuer's common stock held directly by the CDCT, (ii) retains

dispositive power over such shares and (iii) may be deemed the indirect

beneficial owner of such shares.



     Mr. Harold C. Simmons is chairman of the board of Kronos, Valhi, TIMET,

VHC, Dixie Rice and Contran, and chairman of the board and chief executive

officer of NL.



     By virtue of the offices held, the stock ownership and his services as

trustee, all as described above, (a) Mr. Simmons may be deemed to control

certain of such entities and (b) Mr. Simmons and certain of such entities may be

deemed to possess indirect beneficial ownership of, and a pecuniary interest in,

shares of common stock directly held by certain of such other entities. However,

Mr. Simmons disclaims such beneficial ownership of, and such pecuniary interest

in, such shares beneficially owned, directly or indirectly, by any of such

entities, except to the extent of his vested beneficial interest, if any, in the

shares the CDCT and the CMRT hold directly.



     The reporting person understands that NL, a subsidiary of NL and Kronos

directly own 3,604,790 shares, 1,186,200 shares and 231,888 shares,

respectively, of Valhi common stock as of the date of this statement. As already

stated, Valhi is the direct holder of approximately 83.0% of the outstanding

shares of common stock of NL and 50.0% of the outstanding shares of Kronos

common stock.  As a result of Valhi's direct and indirect ownership of NL, its

subsidiary and Kronos, the reporting person further understands that, pursuant

to Delaware law, Valhi treats the shares of Valhi common stock that NL, its

subsidiary and Kronos own as treasury stock for voting purposes. For the

purposes of this statement, such shares of Valhi common stock that NL, its

subsidiary and Kronos hold directly are not deemed outstanding.



     Annette C. Simmons is the wife of Harold C. Simmons.  Mr. Simmons may be

deemed to share indirect beneficial ownership of the shares that his wife holds

directly.  Mr. Simmons disclaims beneficial ownership of all securities that his

wife holds directly.  Mrs. Simmons disclaims beneficial ownership of all shares

she does not hold directly.



     The Grandchildren's Trust is a trust of which Harold C. Simmons and his

wife are trustees and the beneficiaries are the grandchildren of his wife.  Mr.

Simmons, as co-trustee of this trust, has the power to vote and direct the

disposition of the shares of Valhi common stock the trust holds. Mr. Simmons

disclaims beneficial ownership of any shares that this trust holds.