Statement of Changes in Beneficial Ownership (4)
March 06 2018 - 4:35PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
*
Gerson Scott H
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2. Issuer Name
and
Ticker or Trading Symbol
HARSCO CORP
[
HSC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP and Group Pres.Industrial
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(Last)
(First)
(Middle)
350 POPLAR CHURCH ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/2/2018
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(Street)
CAMP HILL, PA 17011
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $1.25 par value
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3/3/2018
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M
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2676
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A
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$0
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22287
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D
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Common Stock, $1.25 par value
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3/3/2018
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F
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1279
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D
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$19.80
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21008
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D
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Common Stock
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12138
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I
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by Managed Account
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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. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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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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(1)
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3/3/2018
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M
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2676
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(2)
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(2)
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Common Stock
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2676.0
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$0
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32987
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D
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Restricted Stock Unit
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(3)
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3/2/2018
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A
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6581
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(3)
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(3)
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Common Stock
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6581.0
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$0
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39568
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D
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Stock Appreciation Rights
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$19.8
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3/2/2018
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A
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14225
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(4)
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3/2/2028
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Common Stock
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14225.0
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$0
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14225
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D
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Performance Share Units
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(5)
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3/2/2018
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A
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6581
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(5)
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12/31/2020
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Common Stock
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6581.0
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$0
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6581
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D
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Explanation of Responses:
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(1)
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Restricted Stock Units convert into common stock on a one-for-one basis.
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(2)
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On March 3, 2017 the reporting person was granted 8,030 restricted stock units of which one-third vested on the first anniversary of the grant date.
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(3)
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Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right to receive Harsco common stock on a one-for-one basis when the restricted stock units vest. The restricted stock units vest in one-third increments on each of the first three anniversaries of the date of the grant.
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(4)
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The stock appreciation rights vest in one-third increments on each of the first three anniversaries of the date of grant.
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(5)
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Each performance share unit represents a contingent right to receive the equivalent of one share of Harsco common stock. The performance share units vest based on the total shareholder return of Harsco common stock relative to the S&P 600 Industrial Index. The performance share units vest on 12/31/2020.
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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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Gerson Scott H
350 POPLAR CHURCH ROAD
CAMP HILL, PA 17011
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SVP and Group Pres.Industrial
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Signatures
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/s/ Scott H. Gerson
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3/6/2018
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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 4(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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