4//SEC Filing
JOHNSON DENNIS A 4
Accession 0001181431-10-003130
CIK 0000097472other
Filed
Jan 13, 7:00 PM ET
Accepted
Jan 14, 5:36 PM ET
Size
6.9 KB
Accession
0001181431-10-003130
Insider Transaction Report
Form 4
JOHNSON DENNIS A
Director
Transactions
- Award
Common Stock
2010-01-13+1,000→ 1,000 total
Footnotes (3)
- [F1]The shares shown in column 4 are shares of restricted stock, one-third of which vest at each of the next three annual stockholders meetings, so long as Mr. Johnson remains a director of Texas Industries, Inc. (the "Company") on such date. In addition, all unvested shares shall vest on the date of Mr. Johnson's death or disability (as determined by the Compensation Committee of the Company's Board of Directors), or on the date of any annual stockholders' meeting at which Mr. Johnson is not re-elected as a director. If Mr. Johnson's service as a director is terminated, any shares which do not otherwise vest shall be forfeited. In addition, all unvested shares of restricted stock shall immediately vest upon a "Change of Control" (as defined in the restricted stock agreement for these shares).
- [F2]Mr. Johnson is (i) a Managing Director of Shamrock Capital Advisors, Inc.; (ii) a Vice President of Shamrock Partners Activist Value Fund, L.L.C. ("Shamrock Partners"), which is the managing member of Shamrock Activist Value Fund GP, L.L.C. (the "General Partner"), which in turn is the general partner of Shamrock Activist Value Fund, L.P. ("SAVF") and Shamrock Activist Value Fund IV, L.P. ("SAVF IV", and collectively, with SAVF, Shamrock Partners and the General Partner, the "Fund"); and (iii) the senior portfolio manager of SAVF and SAVF IV, and as such has primary responsibility for the portfolio investment decisions relating to SAVF and SAVF IV. As such and by virtue of his positions or relationships with the Fund, Mr. Johnson may be deemed to beneficially own the securities of the issuer held by the Fund. (Continued in Footnote 3.)
- [F3]Mr. Johnson disclaims beneficial ownership of any securities held by the Fund except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of any such securities held by the Fund for purposes of Section 16 or for any other purpose.
Documents
Issuer
TEXAS INDUSTRIES INC
CIK 0000097472
Entity typeother
Related Parties
1- filerCIK 0001449960
Filing Metadata
- Form type
- 4
- Filed
- Jan 13, 7:00 PM ET
- Accepted
- Jan 14, 5:36 PM ET
- Size
- 6.9 KB