0000757011-19-000053.txt : 20190424 0000757011-19-000053.hdr.sgml : 20190424 20190424150357 ACCESSION NUMBER: 0000757011-19-000053 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190424 FILED AS OF DATE: 20190424 DATE AS OF CHANGE: 20190424 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HERNANDEZ WILLIAM H CENTRAL INDEX KEY: 0001189027 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08864 FILM NUMBER: 19763665 MAIL ADDRESS: STREET 1: 5500 WAYZATA BLVD. STREET 2: SUITE 800 CITY: GOLDEN VALLEY STATE: MN ZIP: 55416 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: USG CORP CENTRAL INDEX KEY: 0000757011 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE GYPSUM PLASTER PRODUCTS [3270] IRS NUMBER: 363329400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 550 WEST ADAMS STREET STREET 2: DEPARTMENT 188 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 312-606-4000 MAIL ADDRESS: STREET 1: DEPARTMENT #188 STREET 2: 550 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2019-04-24 1 0000757011 USG CORP USG 0001189027 HERNANDEZ WILLIAM H C/O USG CORPORATION 550 WEST ADAMS STREET CHICAGO IL 60661 1 0 0 0 Common Stock 2019-04-24 4 D 0 17905 43.5 D 0 D Deferred Stock Units 2019-04-24 4 D 0 30168.5125 43.5 D Common Stock 30168.5125 0 D Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 10, 2018, by and among USG Corporation (the "Company"), Gebr. Knauf KG and World Cup Acquisition Corporation, at the effective time of the merger, each share of the Company's common stock held by the reporting person was converted into the right to receive $43.50 in cash, without interest (the "closing consideration"). Each deferred stock unit represented the right to receive the value of one share of common stock. The deferred stock units granted to the reporting person prior to August 30, 2017 became payable in cash or shares of common stock, at the reporting person's option, following termination of service as a director, and the remaining deferred stock units granted to the reporting person became payable in shares of common stock following termination of service as a director. Pursuant to the Merger Agreement, at the effective time of the merger, each deferred stock unit held by the reporting person was converted into the right to receive the closing consideration. /s/ Jonathan Dorfman, Attorney-In-Fact 2019-04-24