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COTTERELL SAMUEL K 4

Accession 0001391390-11-000039

CIK 0001391390other

Filed

Mar 16, 8:00 PM ET

Accepted

Mar 17, 11:41 AM ET

Size

19.2 KB

Accession

0001391390-11-000039

Insider Transaction Report

Form 4
Period: 2011-03-15
COTTERELL SAMUEL K
Vice President & Controller
Transactions
  • Exercise/Conversion

    2009 Restricted Stock Units

    2011-03-1520,00060,000 total
    From: 2010-03-15Exp: 2012-03-15Common Stock (20,000 underlying)
  • Exercise/Conversion

    Common Stock

    2011-03-15+20,00045,726 total
  • Award

    2011 Restricted Stock Units

    2011-03-15+14,72414,724 total
    From: 2013-03-15Exp: 2014-03-17Common Stock (14,724 underlying)
  • Tax Payment

    Common Stock

    2011-03-15$8.55/sh6,850$58,56838,876 total
  • Award

    2011 Restricted Stock Units

    2011-03-15+3,9843,984 total
    From: 2012-03-15Exp: 2012-03-15Common Stock (3,984 underlying)
  • Award

    2011 Stock Option

    2011-03-15+29,00629,006 total
    Exercise: $8.55From: 2013-03-15Common Stock (29,006 underlying)
Holdings
  • 2011 Restricted Stock Units

    From: 2012-03-15Exp: 2013-03-15Common Stock (18,000 underlying)
    18,000
Footnotes (6)
  • [F1]On March 16, 2009, Mr. Cotterell was awarded 100,000 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RSUs vest as follows: 20,000 RSUs vested on March 15, 2010; 20,000 vested on March 15, 2011; and the remaining 60,000 will vest on March 15, 2012. Mr. Cotterell elected to have shares withheld to satisfy his tax withholding obligations on the 20,000 RSUs that vested on March 15, 2011.
  • [F2]Each restricted stock unit represents a contingent right to receive one share of Boise Inc. common stock.
  • [F3]On January 1, 2011, Mr. Cotterell was awarded 18,000 restricted stock units (RSUs) upon his election as our senior vice president and chief financial officer. These service-condition vesting RSUs vest as follows: 9,000 RSUs will vest on March 15, 2012, and the remaining 9,000 will vest on March 15, 2013.
  • [F4]The company declared a special cash dividend payable on December 3, 2010, to shareholders of record on November 17, 2010. On the record date, our executive officers held unvested restricted stock or restricted stock units that, pursuant to the terms of their award agreements, did not accrue dividends. On February 23, 2011, the compensation committee of our board of directors approved a supplemental equity award to our executive officers to align management and shareholder interests regarding dividend strategy. Accordingly, on March 15, 2011, Mr. Cotterell was awarded a supplemental one-year, service-condition vesting equity award equivalent in value to the dividends he would have received on his restricted stock units held as of the record date.
  • [F5]On March 15, 2011, Mr. Cotterell was awarded 14,724 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RSUs vest as follows: 7,362 RSUs will vest on March 15, 2013, and the remaining 7,362 will vest on March 17, 2014.
  • [F6]On March 15, 2011, Mr. Cotterell was awarded a nonqualified stock option under the Boise Inc. Incentive and Performance Plan. This stock option award will vest and become exercisable as follows: 14,503 shares will vest and become exercisable on March 15, 2013; and the remaining 14,503 will vest and become exercisable on March 17, 2014. This award, to the extent vested, must be exercised on or before the earliest of the following: the tenth anniversary of the award date; five years after the date of Mr. Cotterell's retirement; three years after Mr. Cotterell's death or total and permanent disability; or one year after Mr. Cotterell's termination pursuant to his stock option award agreement.

Issuer

BOISE INC.

CIK 0001391390

Entity typeother

Related Parties

1
  • filerCIK 0001326943

Filing Metadata

Form type
4
Filed
Mar 16, 8:00 PM ET
Accepted
Mar 17, 11:41 AM ET
Size
19.2 KB