SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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).
1. Name and Address of Reporting Person*
HANDLEY TERRY W

(Last) (First) (Middle)
ONE SE CONVENIENCE BLVD.

(Street)
ANKENY IA 50021

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CASEYS GENERAL STORES INC [ CASY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
12/29/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/29/2017 M 3,958 A $25.26 26,037 D
Common Stock 12/29/2017 M 2,252 A $44.39 28,289 D
Common Stock 11,624(1) I Voting and tender rights under 401k plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option - right to buy(2) $25.26 12/29/2017 M 3,958 06/23/2012 06/23/2019 Common Stock 3,958 $0 1,042 D
Option - right to buy(3) $44.39 12/29/2017 M 2,252 06/23/2014 06/23/2021 Common Stock 2,252 $0 17,748 D
Restricted stock units(4) (5) (4) (4) Common Stock 8,000 8,000 D
Restricted stock units(6) (5) (6) (6) Common Stock 3,250 3,250 D
Restricted stock units(7) (5) (7) (7) Common Stock 3,250 3,250 D
Restricted stock units(8) (5) (8) (8) Common Stock 3,308 3,308 D
Explanation of Responses:
1. Allocated to Mr. Handley's 401k account as of April 30, 2017. Does not include any shares allocated by the plan trustee after that date.
2. Pursuant to terms and conditions of 2000 Stock Option Plan.
3. Pursuant to terms and conditions of 2009 Stock Incentive Plan.
4. Pursuant to a Restricted Stock Units Agreement dated as of April 12, 2016, executed in conjunction with Mr. Handley's employment agreement of the same date. These units vest over a 5-year period, commencing on May 1, 2017 and thereafter on each May 1 of the following 4 years, at the rate of 2,000 units (20% of the total units awarded) per year.
5. Each restricted stock unit represents the right to receive, following vesting, one share of Common Stock.
6. Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 5, 2018.
7. Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 2, 2019.
8. Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 15, 2020. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2020, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures.
Remarks:
Scott Faber, under Power of Attorney dated March 3, 2017 01/02/2018
** 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.
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