-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LBcQPkEM3uSSlj1s2nycOCDAMH0TzKQxbIcAlFmnNk7CMDb1kugd0Qyyu+KEAq9T QMp4xsgbjj+52wq85VmZRw== 0001181431-08-062206.txt : 20081117 0001181431-08-062206.hdr.sgml : 20081117 20081117175927 ACCESSION NUMBER: 0001181431-08-062206 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081113 FILED AS OF DATE: 20081117 DATE AS OF CHANGE: 20081117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLSEN STEVEN CENTRAL INDEX KEY: 0001005715 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07677 FILM NUMBER: 081196604 BUSINESS ADDRESS: STREET 1: P O BOX 705 CITY: OKLAHOMA STATE: OK ZIP: 73102 BUSINESS PHONE: 4052327711 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LSB INDUSTRIES INC CENTRAL INDEX KEY: 0000060714 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 731015226 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 16 S PENNSYLVANIA CITY: OKLAHOMA CITY STATE: OK ZIP: 73101 BUSINESS PHONE: 4052354546 MAIL ADDRESS: STREET 1: 16 SOUTH PENNSYLVANIA CITY: OKLAHOMA CITY STATE: OK ZIP: 73101 4 1 rrd223663.xml X0303 4 2008-11-13 0 0000060714 LSB INDUSTRIES INC LXU 0001005715 GOLSEN STEVEN 16 SOUTH PENNSYLVANIA AVENUE OKLAHOMA CITY OK 73107 0 0 1 0 Common Stock 263915 I By Trust Common Stock 2008-11-13 4 P 0 394 7.45 A 42090 I By GFLLC Common Stock 2008-11-13 4 P 0 5035 7.45 A 310364 I By SBL Common Stock 2008-11-17 4 P 0 42 7.47 A 42132 I By GFLLC Common Stock 2008-11-17 4 P 0 544 7.47 A 310908 I By SBL 5.5% Convertib le Debentures 2012-07-01 Common Stock 1939 53273 I By GFLLC 5.5% Convertib le Debentures 2012-07-01 Common Stock 24752 680000 I By SBL Series B Preferred Common Stock 10727 321 I By GFLLC Series B Preferred Common Stock 90666 2720 I By SBL Series D Preferred Common Stock 42500 170000 I By SBL Series D Preferred Common Stock 3329 13318 I By GFLLC Nonqualified Stock Option 2.73 2001-11-29 2011-11-29 Common Stock 11250 11250 D These shares are owned of record by a revocable trust of which the reporting person is the settlor and trustee, with voting and dispositive power over the securities held in the trust. Golsen Family, L.L.C. ("GFLLC") is owned by Jack E. Golsen, chief executive officer and chairman of the board of the Issuer, through his revocable trust (45.923%), his spouse, Sylvia Golsen through her revocable trust (45.923%), his sons, Barry H. Golsen, director and the president of the Issuer (2.718%), and Steven J. Golsen, executive officer of a subsidiary of the Issuer (2.718%), and his daughter, Linda F. Rappaport (2.718%). The reporting person disclaims beneficial ownership of the Issuer securities held by GFLLC, except to the extent of his pecuniary interest therein. SBL, LLC ("SBL") is owned by GFLLC (49%), Barry Golsen (17%), Linda Rappaport (17%), and the reporting person (17%). Golsen Petroleum Corporation ("GPC") is a wholly owned subsidiary of SBL. Voting and dispositive power over the securities held by SBL and GPC is possessed by Jack E. Golsen, who is the chief executive officer and chairman of the board of the Issuer, and Barry H. Golsen, a director and the president of the Issuer. The reporting person disclaims beneficial ownership of the Issuer securities held by SBL, except to the extent of his pecuniary interest therein. On November 13, 2008, SBL purchased a total of 29,617 shares of the Issuer?s common stock at the weighted average price per share of $7.45, which is based on the following purchases of the Issuer?s common stock at the respective price per share: (a) $7.07 ? 100 shares, (b) $7.08 ? 5,000 shares, (c) $7.10 ? 1,500 shares, (d) $7.46 ? 3,400 shares, (e) $7.47 ? 10,000 shares, (f) $7.50 ? 3,500 shares, (g) $7.57 ? 717 shares, (h) $7.79 ? 1,200 shares, and (i) $7.80 ? 4,200 shares. On November 17, 2008, SBL purchased a total of 3,200 shares of the Issuer?s common stock at the weighted average price per share of $7.47, which is based on the following purchases of the Issuer?s common stock at the respective price per share: (a) $7.43 ? 100 shares, (b) $7.44 ? 500 shares, (c) $7.46 ? 100 shares, (d) $7.47 ? 900 shares, (e) $7.48 ? 900 shares, (f) $7.49 ? 200 shares, and (g) $7.50 ? 500 shares. The amount of Issuer securities shown as beneficially owned by the reporting person is based on the reporting person?s proportionate ownership in (1) GFLLC, which is comprised of (a) GFLLC?s direct ownership of Issuer securities and (b) GFLLC?s indirect ownership of Issuer securities through its proportionate ownership in SBL, and (2) SBL, which is comprised of SBL?s direct ownership of Issuer securities. The Issuer's 5.5% Convertible Senior Subordinated Debentures due 2012 (the "Debentures") are convertible at the option of the holder in whole or in part into the Issuer's common stock prior to their maturity. The conversion rate of the Debentures is 36.4 shares of the Issuer's common stock per $1,000 principal amount of debentures (representing a conversion price of $27.47 per share of common stock), subject to adjustment under certain conditions as set forth in the Indenture, dated June 28, 2007 (the "Indenture"), by the Issuer in favor of UMB Bank, N.A., as Trustee, filed as Exhibit 4.2 to the Issuer's Form 8-K on June 29, 2007. The Debentures bear interest at the rate of 5.5% per year and mature on July 1, 2012. Each share of the Issuer's Series "B" 12% Cumulative Preferred Stock is convertible, at the option of the holder into 33.3333 shares of the Issuer's common stock. Each share is convertible as long as such is outstanding. The Issuer's Series "D" 6% Cumulative, Convertible Class C Preferred Stock is convertible at the option of the holder into the Issuer's common stock at the rate of four shares of Preferred "D" for one share of common stock. Each share is convertible as long as such is outstanding. Nonqualified Stock Options (?NQSO?) granted by the Issuer to the reporting person. All NQSOs held by the reporting person are currently exercisable. As of the date of this report, the total number of shares underlying the NQSOs held by the reporting person is 11,250. Jack E. Golsen, Attorney-in-Fact 2008-11-17 -----END PRIVACY-ENHANCED MESSAGE-----