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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
REGAL BELOIT CORP [ RBC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/06/2011 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 12,522(1) | I | IRA | |||||||
Common Stock | 05/06/2011 | S | 20,000 | D | $73.0138(2) | 353,702 | D | |||
Common Stock | 05/06/2011 | M | 26,000 | A | $48.05 | 379,702 | D | |||
Common Stock | 05/06/2011 | F | 17,317 | D | $72.14(3) | 362,385 | D | |||
Common Stock | 05/06/2011 | M | 14,000 | A | $36.36 | 376,385 | D | |||
Common Stock | 05/06/2011 | S | 10,140 | D | $72.001(4) | 366,245 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Non-qualified Stock Option | $36.36 | 05/06/2011 | M | 14,000 | 01/27/2008(5) | 01/27/2016 | Common Stock | 14,000 | $0.00 | 0 | D | ||||
Stock Appreciation Rights | $48.05 | 05/06/2011 | M | 26,000 | 02/06/2009(6) | 02/06/2017 | Common Stock | 26,000 | $0.00 | 44,000 | D | ||||
Stock Appreciation Rights | $42.28 | 05/02/2010(7) | 05/02/2018 | Common Stock | 70,000 | 70,000 | D | ||||||||
Stock Appreciation Rights | $42.65 | 05/08/2011(7) | 05/08/2019 | Common Stock | 90,000 | 90,000 | D |
Explanation of Responses: |
1. Balance reflects shares that were previously held in the Regal Beloit Corporation Retirement Savings Plan. |
2. The price in column 4 is a weighted average price. The prices actually received ranged from $72.95 to $73.12. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price. |
3. The price in column 4 reflects the closing price of stock on the transaction date. The closing price was used to calculate the number of shares to be surrendered to satisfy the exercise price. |
4. The price in column 4 is a weighted average price. The prices actually received ranged from $71.92 to $72.13. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price. |
5. Granted as non-qualified stock options. The options vest and become exercisable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary. |
6. Granted as stock-settled SARs under the 2003 Equity Incentive Plan. The SARs vest and become exercisable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary. |
7. Granted as stock-settled SARs under the 2007 Equity Incemtive Plan. The SARs vest and become exerciseable 40% on the second anniversary of the date of the grant, 60% on the third anniversary, 80% on the fourth anniversary and 100% on the fifth anniversary. |
Remarks: |
/s/ Peter C. Underwood as Power of Attorney | 05/10/2011 | |
** 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |