KANSAS CITY SOUTHERN 4
4 · KANSAS CITY SOUTHERN · Filed Oct 23, 2013
Insider Transaction Report
Form 4
HAVERTY MICHAEL R
DirectorChairman & CEO
Transactions
- Other
Common Stock
2013-10-21$117.03/sh+15,548$1,819,582→ 744,489 total
Holdings
- 49,200
Employee Stock Option (Right to Buy)
Exercise: $35.41From: 2013-03-01Exp: 2020-02-29→ Common Stock (49,200 underlying) - 51,734.251(indirect: By 401(k))
Common Stock
- 10,611
Employee Stock Option (Right to Buy)
Exercise: $66.99Exp: 2022-02-21→ Common Stock (10,611 underlying) - 15,700
Employee Stock Option (Right to Buy)
Exercise: $52.62Exp: 2021-02-22→ Common Stock (15,700 underlying) - 8,193
Employee Stock Option (Right to Buy)
Exercise: $97.77Exp: 2023-02-20→ Common Stock (8,193 underlying)
Footnotes (6)
- [F1]8,334 of these shares represent performance shares that were earned on February 21, 2013 when the KCS Compensation and Organization Committee determined that the 2012 performance goals were met. These performance shares will not vest until February 28, 2014. With respect to these shares, 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.
- [F2]8,042 of these shares represent performance shares that were earned on February 22, 2012 when the KCS Compensation and Organization Committee determined that the 2011 performance goals were met. These performance shares will not vest until February 28, 2014. With respect to these shares, 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.
- [F3]On October 16, 2008, Mr. Haverty's wife, Mrs. Haverty, established and contributed Kansas City Southern common stock to a grantor retained annuity trust (the "2008 GRAT"). Mr. Haverty does not have a reporting duty for the shares held in the 2008 GRAT under Section 16(a) of the Securities Exchange Act of 1934 because neither Mr. nor Mrs. Haverty are the trustee and do not have investment control over the shares. On October 21, 2013, Mrs. Haverty received an exempt distribution of 15,548 shares from the 2008 GRAT as an annuity payment.
- [F4]Includes 170.557 shares acquired under the KCS 401(k) and Profit Sharing Plan since the date of the reporting person's last ownership report.
- [F5]Prior to March 1, 2013, this option may become exercisable in 1/3 increments if the daily closing price of Kansas City Southern's common stock on the New York Stock Exchange is greater than or equal to $38.95, $42.85, and $47.14, respectively, for at least 30 consecutive trading days. The first target was met and 16,400 of these options became exercisable on November 19, 2010. The second target was met and 16,400 of these options became exercisable on December 8, 2010. The third target was met and 16,400 of these options became exercisable on January 7, 2011.
- [F6]These options become exercisable in three equal installments beginning on the first anniversary of the date of grant.