0000931148-12-000027.txt : 20120302 0000931148-12-000027.hdr.sgml : 20120302 20120302173837 ACCESSION NUMBER: 0000931148-12-000027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120229 FILED AS OF DATE: 20120302 DATE AS OF CHANGE: 20120302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHULAR CRAIG S CENTRAL INDEX KEY: 0001078942 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13888 FILM NUMBER: 12664100 MAIL ADDRESS: STREET 1: C/O GRAFTECH INTERNATIONAL LTD STREET 2: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GRAFTECH INTERNATIONAL LTD CENTRAL INDEX KEY: 0000931148 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 061385548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 BUSINESS PHONE: 2166762000 MAIL ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 FORMER COMPANY: FORMER CONFORMED NAME: UCAR INTERNATIONAL INC DATE OF NAME CHANGE: 19941011 4 1 edgar.xml PRIMARY DOCUMENT X0304 4 2012-02-29 0000931148 GRAFTECH INTERNATIONAL LTD GTI 0001078942 SHULAR CRAIG S C/O GRAFTECH INTERNATIONAL LTD. 12900 SNOW ROAD PARMA OH 44130 1 1 0 0 Chairman, CEO & President Common Stock 348136 D Common Stock 40911 I By Compensation Deferral Plan Common Stock 33761 I By Savings Plan Common Stock 52000 D Common Stock 69000 D Common Stock 18796 D Common Stock 20604 D Common Stock 32000 D Common Stock 20792 D Common Stock 39000 D Common Stock 2012-02-29 4 F 0 27175 12.71 D 85668 D Stock Options (right to buy) 9.05 2017-04-02 Common Stock 300000 300000 D Stock Options (right to buy) 16.41 2019-12-11 Common Stock 56000 56000 D Stock Options (right to buy) 19.89 2020-12-09 Common Stock 48000 48000 D Stock Options (right to buy) 13.89 2021-12-13 Common Stock 104000 104000 D Represents obligations whose value is based on the Common Stock through a contribution, exempt pursuant to Rule 16b-3(c), under the Company's Compensation Deferral Program. The reporting person disclaims beneficial ownership of these securities. Represents the number of units attributable to the reporting person's participation in the Company Stock Fund option of the GrafTech International Holdings Inc. Savings Plan. On December 13, 2011, the Company granted 52,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares will vest on each of December 13, 2012, 2013, and 2014. On December 13, 2011, the Company granted 69,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 31, 2015. The ultimate number of shares earned is subject to adjustment based on actual peformance. On February 18, 2011, the Company granted 21,106 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares vested on February 18, 2012, and one-third will vest on each of February 18, 2013 and 2014. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On December 9, 2010, the Company granted 24,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares vested on December 9, 2011, and one-third will vest on each of December 9, 2012 and 2013. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On December 9, 2010, the Company granted 32,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 31, 2014. The ultimate number of shares earned is subject to adjustment based on actual peformance. On December 10, 2009, the Company granted 29,000 restricted shares under the Company's 2005 Equity Incentive Plan. One-third of the restricted shares vested on each of December 10, 2010 and 2011, and one-third will vest on December 10, 2012. The holdings are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes. On December 10, 2009, the Company granted 39,000 performance shares under the Company's 2005 Equity Incentive Plan, which represent the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. Shares that are earned upon the attainment of the applicable performance targets vest on March 29, 2013. The ultimate number of shares earned is subject to adjustment based on actual peformance. 27,175 shares were withheld to cover withholding taxes due on vesting of performance shares. On December 15, 2008, the Company granted 97,000 performance shares under the Company's 2005 Equity Incentive Plan, representing the right to receive shares contingent upon the achievement of performance measures and subject to adjustment based on actual performance. Including an upward adjustment of 15,843 shares as a result of actual performance achieved, 80,510 earned shares became vested on February 29, 2012. From the earned shares that vested, 27,175 shares were withheld to cover withholding taxes. The amount of securities owned in this line represent the net number of shares earned and vested (80,510) less the number of shares withheld to cover withholding taxes (27,175) plus 1/3 of the December 15, 2008 grant (32,333) which, subject to further adjustment based on actual performance, may still be earned. All such options have fully vested. On December 10, 2009, the Company granted 56,000 stock options under the Company's 2005 Equity Incentive Plan. The options vest in equal thirds on December 10 of each of 2010, 2011 and 2012. The vested portions of such options will become exercisable upon vesting. On December 9, 2010, the Company granted 48,000 stock options under the Company's 2005 Equity Incentive Plan. The options vest in equal thirds on December 9 of each of 2011, 2012 and 2013. The vested portions of such options will become exercisable upon vesting. On December 13, 2011, the Company granted 104,000 stock options under the Company's 2005 Equity Incentive Plan. The options vest in equal thirds on December 13 of each of 2012, 2013 and 2014. The vested portions of such options will become exercisable upon vesting. Total of all reported shares beneficially owned: 760,668. Total of all outstanding options: 508,000. /s/John D. Moran, Attorney-in-Fact for Craig S. Shular 2012-03-02