-----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, HhTdkVS6r5kQjNYBtH1AqmRTzfB7ppivVWDIg/u8C8pGRPmiFBs8Y8+/jsGAAaBT 94wAIzNBqjl3dgYNNM91ow== 0001209191-09-007777.txt : 20090210 0001209191-09-007777.hdr.sgml : 20090210 20090210124411 ACCESSION NUMBER: 0001209191-09-007777 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090206 FILED AS OF DATE: 20090210 DATE AS OF CHANGE: 20090210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Davis Morris CENTRAL INDEX KEY: 0001361883 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08634 FILM NUMBER: 09584552 BUSINESS ADDRESS: BUSINESS PHONE: 512-434-2556 MAIL ADDRESS: STREET 1: 1300 SOUTH MOPAC STREET 2: THIRD FLOOR CITY: AUSTIN STATE: TX ZIP: 78746 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TEMPLE INLAND INC CENTRAL INDEX KEY: 0000731939 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD MILLS [2631] IRS NUMBER: 751903917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 BUSINESS ADDRESS: STREET 1: 1300 MOPAC EXPRESSWAY SOUTH STREET 2: 3RD FLOOR CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 5124345800 MAIL ADDRESS: STREET 1: 1300 MOPAC EXPRESSWAY SOUTH STREET 2: 3RD FLOOR CITY: AUSTIN STATE: TX ZIP: 78746 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2009-02-06 0 0000731939 TEMPLE INLAND INC TIN 0001361883 Davis Morris 1300 SOUTH MOPAC THIRD FLOOR AUSTIN TX 78746 0 1 0 0 General Counsel Common Stock 247 I By Trustee of 401(k) Plan Option (Right to Buy) 22.13 2007-05-05 2016-05-05 Common Stock 6150 6150 D Option (Right to Buy) 24.34 2008-02-02 2017-02-02 Common Stock 6150 6150 D Restricted Stock Units Common Stock 8150 8150 D Restricted Stock Units Common Stock 8500 8500 D Option (Right to buy) 19.50 2009-02-01 2018-02-01 Common Stock 34930 34930 D Restricted Stock Units Common Stock 12029 12029 D Options (Right to buy) 5.64 2009-02-06 2009-02-06 4 A 0 38900 0.00 A 2010-02-06 2019-02-01 Common Stock 38900 38900 D Performance Stock Units 2009-02-06 2009-02-06 4 A 0 40585 0.00 A Common Stock 40585 40585 D Reporting Person acquired additional shares through on-going acquisitions under 401(k) plan. By trustee of the Temple-Inland Salaried Savings Plan according to the latest report of the Plan Administrator. (Note: Trustee uses unit accounting; therefore, share equivalents may fluctuate slightly from month to month.) The exercise price of these outstanding options were amended from that previously reported in connection with the spin-off announced by the Company effective 12/28/2007, and pursuant to anti-dilution provisions set forth in the option plan and is intended to give the option the same economic value it had before the spin-off. Options Vesting Schedule for Options Granted 02/02/2007: Options Exerciserable 02/02/2008 - 1537; Options Exerciserable 02/02/2009 - 1538; Options Exerciserable 02/02/2010 - 1537; and Options Exerciserable 02/02/2011 - 1538. As disclosed in Form 8-K dated August 9, 2007, restricted stock units ("RSUs") and performance stock units awarded in 2006 and 2007 were cancelled August 9 and new RSUs were issued with 1% ROI performance criteria to reflect the Company?s Transformation Plan. 3,150 Restricted Stock Units granted on May 5, 2006 and 5,000 Performance Stock Units granted on May 5, 2006 (not considered derivative securities)were cancelled for a total of 8,150 cancelled units (3,150 + 5,000 = 8,150). 8,150 new Restricted Stock Units were issued on August 9, 2007 and will vest on May 5, 2009. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date subject to a 1% ROI performance criteria. As disclosed in Form 8-K dated August 9, 2007, restricted stock units ("RSUs") and performance stock units awarded in 2006 and 2007 were cancelled August 9 and new RSUs were issued with 1% ROI performance criteria to reflect the Company?s Transformation Plan. 2,750 Restricted Stock Units granted on February 2, 2007 and 5,750 Performance Stock Units granted on February 2, 2007 (not considered derivative securities)were cancelled for a total of 8,500 cancelled units (2,750 + 5,750 = 8,500). 8,500 new Restricted Stock Units were issued on August 9, 2007 and will vest on February 2, 2010. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date subject to a 1% ROI performance criteria. Granted 02/01/2008 Option Vesting Schedule: Options exercisable 02/01/2009, 8732; Options exercisable 02/01/2010, 8733; Options exercisable 02/04/2010, 8732; Options exercisable 02/01/2012, 8733. Restricted Stock Units granted on February 1, 2008 will vest effective February 1, 2010 if 1% ROI performance criteria is met. Restricted Stock Units will be settled for cash based on the fair market value on the vesting date. Options Vesting Schedule for Options Granted 02/06/2009. Options Exerciserable 02/06/2010 - 9725; Options Exerciserable 02/06/2011 - 9725; Options Exerciserable 02/06/2012 - 9725; and Options Exerciserable 02/06/2013 - 9725. Performance Stock Units granted on February 6, 2009 will vest effective February 6, 2012 if 1% ROI performance criteria is met, or Company is above the 4th Quartile ROI ranking compared to its peer group. Performance Stock Units will be settled for cash based on the fair market value on the vesting date. Leslie K. O'Neal signed on behalf of Morris Davis 2009-02-09 -----END PRIVACY-ENHANCED MESSAGE-----