Statement of Changes in Beneficial Ownership (4)
December 10 2019 - 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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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
*
VITALE ROBERT V |
2. Issuer Name and Ticker or Trading Symbol
Post Holdings, Inc.
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POST
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) PRESIDENT & CEO |
(Last)
(First)
(Middle)
C/O POST HOLDINGS, INC., 2503 S. HANLEY ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/6/2019 |
(Street)
ST. LOUIS, MO 63144
(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 | 12/6/2019 | | M | | 25000 | A | $31.25 | 74064 | I | By 2000 Trust |
Common Stock | 12/6/2019 | | S | | 15222 (1) | D | $108.382 (2) | 58842 | I | By 2000 Trust |
Common Stock | | | | | | | | 317683 | D | |
Common Stock | | | | | | | | 8910 | I | By 2014 Trust |
Common Stock | | | | | | | | 1452 | I | By XSIP |
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) | $31.25 | 12/6/2019 | | M | | | 25000 | (3) | 5/29/2022 | Common Stock | 25000.0 | $0 | 50000 | I | By Trust |
Explanation of Responses: |
(1) | Mr. Vitale provided broker discretion to execute any combination of transactions that would result in the exercise of 25,000 stock options, and selling only enough shares to satisfy the exercise price of the stock options and applicable taxes. The remaining shares from the option exercise were held. |
(2) | The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.205 to $108.545 per share. Mr. Vitale undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
(3) | The option to purchase 100,000 shares of common stock was awarded on May 29, 2012 under the Post Holdings, Inc. 2012 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and vested in equal increments over three years. 50,000 stock options remain exercisable under the award. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
VITALE ROBERT V C/O POST HOLDINGS, INC. 2503 S. HANLEY ROAD ST. LOUIS, MO 63144 | X |
| PRESIDENT & CEO |
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Signatures
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/s/ Diedre J. Gray, Attorney-in-Fact | | 12/10/2019 |
**Signature of Reporting Person | Date |
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