Initial Statement of Beneficial Ownership (3)
July 10 2018 - 4:29PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
LAWLOR DAVID
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/1/2018
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3. Issuer Name
and
Ticker or Trading Symbol
KELLOGG CO [K]
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(Last)
(First)
(Middle)
ONE KELLOGG SQUARE, P O BOX 3599
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Senior Vice President /
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(Street)
BATTLE CREEK, MI 49016-3599
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common
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7300.3050
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D
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Common
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2868.0000
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I
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Held in Trust
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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2/16/2021
(1)
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2/16/2021
(1)
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Common
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2750.0000
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(2)
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D
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Restricted Stock Units
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2/17/2020
(3)
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2/17/2020
(3)
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Common
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2300.0000
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(2)
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D
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Restricted Stock Units
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2/19/2019
(4)
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2/19/2019
(4)
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Common
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2800.0000
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(2)
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D
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Stock Option
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(5)
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2/20/2025
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Common
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4867.0000
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$64.0900
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D
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Stock Option
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(6)
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2/16/2028
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Common
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10230.0000
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$69.6600
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D
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Stock Option
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(7)
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2/17/2027
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Common
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8500.0000
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$72.9000
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D
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Explanation of Responses:
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(1)
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The restricted stock units vest on February 16, 2021, the third anniversary of the grant date.
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(2)
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Each restricted stock unit represents a contingent right to receive one share of Kellogg common stock.
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(3)
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The restricted stock units vest on February 17, 2020, the third anniversary of the grant date.
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(4)
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The restricted stock units vest on February 19, 2019, the third anniversary of the grant date.
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(5)
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The option vested in three equal annual installments beginning February 20, 2016.
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(6)
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The option vests in three equal annual installments beginning February 16, 2019.
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(7)
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The option vests in three equal annual installments beginning February 17, 2018.
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Remarks:
EX-24 lawlorpoa.txt
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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LAWLOR DAVID
ONE KELLOGG SQUARE
P O BOX 3599
BATTLE CREEK, MI 49016-3599
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Senior Vice President
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Signatures
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Gary H. Pilnick, Attorney-in-Fact
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7/10/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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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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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 control number.
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