Statement of Changes in Beneficial Ownership (4)
February 05 2021 - 5:12PM
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).
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
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
*
Cheatum Lora S |
2. Issuer Name and Ticker or Trading Symbol
KANSAS CITY SOUTHERN
[
KSU
]
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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)
Sr. VP & CHRO |
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(Last)
(First)
(Middle)
KANSAS CITY SOUTHERN, PO BOX 219335 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/3/2021 |
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(Street)
KANSAS CITY, MO 64121-9335
(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 | 2/3/2021 | | A | | 3303 (1) | A | $0 | 19182 (1) | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Employee Stock Option (Right to Buy) | $86.89 | | | | | | | (2) | 2/16/2027 | Common Stock | 3618 | | 3618 | D | |
| Employee Stock Option (Right to Buy) | $105.83 | | | | | | | (2) | 3/5/2028 | Common Stock | 3105 | | 3105 | D | |
| Employee Stock Option (Right to Buy) | $110.13 | | | | | | | (2) | 3/4/2029 | Common Stock | 3057 | | 3057 | D | |
| Employee Stock Option (Right to Buy) | $171.86 | | | | | | | (2) | 2/6/2030 | Common Stock | 2699 | | 2699 | D | |
| Employee Stock Option (Right to Buy) | $211.1 | 2/3/2021 | | A | | 2128 | | (2) | 2/2/2031 | Common Stock | 2128 | $0 | 2128 | D | |
| Explanation of Responses: |
| (1) | 2,507 of these shares represent performance shares that were earned on February 3, 2021 when the KCS Compensation and Organization Committee determined that the performance goals were met. These performance shares will not vest until February 26, 2021 contingent upon continued employment by the reporting person through that date. Until these shares vest, the reporting person does not have the right to vote, receive, or be entitled to receive, cash or non-cash dividends or any other beneficial rights as a shareholder of the Company. |
| (2) | These options become exercisable in three equal installments beginning on the first anniversary of the date of grant. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Cheatum Lora S
KANSAS CITY SOUTHERN
PO BOX 219335
KANSAS CITY, MO 64121-9335 |
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| Sr. VP & CHRO |
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Signatures
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| Julie D. Powell, Attorney-in-fact | | 2/5/2021 |
| **Signature of Reporting Person | Date |
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