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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HOCKEMA JACK A C/O KAISER ALUMINUM CORP. 27422 PORTOLA PARKWAY SUITE 200 FOOTHILL RANCH, CA 92610 |
X | President & CEO |
/s/ John M. Donnan, with power of attorney for Jack A. Hockema | 11/01/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Shares withheld to satisfy the withholding tax obligations resulting from the recognition of income with respect to certain outstanding grants of restricted shares under the Kaiser Aluminum Corporation 2006 Equity and Performance Incentive Plan, as amended, upon the reporting person reaching age 65 on October 30, 2011 and such shares no longer being subject to a substantial risk of forfeiture for tax purposes. |
(2) | Sales made pursuant to a 10b5-1 plan adopted by the reporting person on July 29, 2011 as part of the reporting person's financial and estate planning. The plan contemplates the sale of pre-determined amount of vested shares of common stock of the Registrant held by the reporting person in specified increments both at market prices and subject to designated floor prices. |
(3) | Represents the sale of 500 shares in multiple transactions, ranging from $44.95 to $46.09 per share, resulting in a weighted average sale price of $45.4147 per share. The reporting person undertakes to provide upon request by the SEC staff, the Registrant, or a security holder of the Registrant, full information regarding the number of shares sold at each separate price within the range. |