-----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, WmDoAUY1nZJ4W++hgiDZTmZde9ZsOO9u2uv+//vl2sRb593wRYBRdMGVy9Vb6n9S RPagKgREiQY1plZrhkmiIQ== 0001179110-11-001248.txt : 20110124 0001179110-11-001248.hdr.sgml : 20110124 20110124112209 ACCESSION NUMBER: 0001179110-11-001248 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110122 FILED AS OF DATE: 20110124 DATE AS OF CHANGE: 20110124 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pensky Wayne C CENTRAL INDEX KEY: 0001396157 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08472 FILM NUMBER: 11542908 MAIL ADDRESS: STREET 1: 281 TRESSER BOULEVARD CITY: STAMFORD STATE: CT ZIP: 06901 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HEXCEL CORP /DE/ CENTRAL INDEX KEY: 0000717605 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 941109521 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TWO STAMFORD PLAZA STREET 2: 281 TRESSER BLVD., 16TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 203-969-0666 MAIL ADDRESS: STREET 1: TWO STAMFORD PLAZA STREET 2: 281 TRESSER BLVD., 16TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06901 4 1 edgar.xml FORM 4 - X0303 4 2011-01-22 0 0000717605 HEXCEL CORP /DE/ HXL 0001396157 Pensky Wayne C HEXCEL CORPORATION 281 TRESSER BLVD. STAMFORD CT 06901 0 1 0 0 SVP, CFO Common Stock 2011-01-22 4 M 0 4259 0 A 60721 D Common Stock 2011-01-22 4 F 0 1286 18.38 A 59435 D Restricted Stock Units 2011-01-22 4 M 0 4259 A 2011-01-22 2011-01-22 Common Stock 4259 0 D The Common Stock was acquired upon the conversion of Restricted Stock Units ("RSUs") in accordance with the terms of the underlying agreement. The RSUs were granted in a transaction exempt from under Rule 16b. The Common Stock was withheld as payment of tax withholding required upon conversion of RSUs. The RSUs were granted in a transaction exempt under Rule 16b. On the third anniversary of the grant date, RSUs are converted into an equivalent number of shares of Common Stock that are distributed to the grantee. The RSUs were awarded to the grantee in lieu of a portion of the grantee's 2008 bonus at a cost of $16.03 per RSU. Exhibit 24 -- Power of Attorney /s/ Wayne C. Pensky, by Adam P. Gold, Attorney-in-fact 2011-01-24 EX-24 2 edgarpoa-pensky.txt POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Ira J. Krakower, Rodney P. Jenks, Jr., Gail A. Balcerzak and Adam P. Gold, signing individually, the undersigned^s true and lawful attorney-in-fact to: (1) prepare and execute for and on behalf of the undersigned, in the undersigned^s capacity as an officer and/or director of Hexcel Corporation (the ^Company^), (a) Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, (b) Forms 144 in accordance with Rule 144 of the Securities Act of 1933, and (c) any other forms or reports the undersigned may be required to file, each in connection with the undersigned^s ownership, acquisition, or disposition of securities of the Company; and (2) file such forms or reports with the United States Securities and Exchange Commission and any stock exchange or similar authority. 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. 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 either revoked in writing by the undersigned or, as to each of the attorneys-in-fact, until such time as such attorney-in-fact ceases to be an employee of Hexcel Corporation or one of its affiliates. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 16th day of November, 2010. /s/ Wayne C. Pensky Signature Wayne C. Pensky Print Name -----END PRIVACY-ENHANCED MESSAGE-----