4//SEC Filing
COOK BRIAN J 4
Accession 0000757011-18-000117
CIK 0000757011other
Filed
Dec 26, 7:00 PM ET
Accepted
Dec 27, 2:46 PM ET
Size
14.8 KB
Accession
0000757011-18-000117
Insider Transaction Report
Form 4
USG CORPUSG
COOK BRIAN J
Senior Vice President
Transactions
- Gift
Common Stock
2018-12-06−10,292→ 23,778 total - Exercise/Conversion
Common Stock
2018-12-26+30,531→ 62,628 total - Exercise/Conversion
Market Share Units
2018-12-26−20,354→ 2,261 total→ Common Stock - Tax Payment
Common Stock
2018-12-26$42.85/sh−6,617$283,538→ 32,097 total - Award
Common Stock
2018-12-26+14,936→ 38,714 total - Tax Payment
Common Stock
2018-12-26$42.85/sh−13,526$579,589→ 49,102 total
Footnotes (5)
- [F1]As previously disclosed, on November 8, 2018, the Board of Directors (the "Board") of USG Corporation (the "Company") approved the acceleration of the vesting of 90% of the Market Share Units and Performance Shares granted to the reporting person in 2016, as determined based on achievement of specified performance metrics, that were otherwise scheduled to vest between January 1, 2019 and March 30, 2019. The Board approved the accelerated vesting of such grants in order to mitigate the potential impact of Section 280G of the Internal Revenue Code of 1986, as amended, on the Company and the reporting person in connection with the pending merger of an indirect wholly-owned subsidiary of Gebr. Knauf KG with and into the Company.
- [F2]These Performance Shares were granted on February 10, 2016. As authorized by the Board, the Chairman of the Compensation and Organization Committee of the Board certified performance of these Performance Shares on December 26, 2018.
- [F3]Shares withheld to satisfy tax withholding obligation with respect to Performance Shares that became earned.
- [F4]These Market Share Units were granted on February 10, 2016. As authorized by the Board, the Chairman of the Compensation and Organization Committee of the Board certified performance of these Market Share Units on December 26, 2018 and the Company issued to the reporting person 1.5 shares of the Company's common stock for the Market Share Units originally granted, based on the closing prices of shares of the Company's common stock on the New York Stock Exchange for the fifteen trading days immediately preceding December 3, 2018.
- [F5]Shares withheld to satisfy tax withholding obligation with respect to Market Share Units that became earned.
Documents
Issuer
USG CORP
CIK 0000757011
Entity typeother
Related Parties
1- filerCIK 0001207294
Filing Metadata
- Form type
- 4
- Filed
- Dec 26, 7:00 PM ET
- Accepted
- Dec 27, 2:46 PM ET
- Size
- 14.8 KB