0001096752-11-000048.txt : 20111109 0001096752-11-000048.hdr.sgml : 20111109 20111109150845 ACCESSION NUMBER: 0001096752-11-000048 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110930 FILED AS OF DATE: 20111109 DATE AS OF CHANGE: 20111109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McColgan John James CENTRAL INDEX KEY: 0001534127 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15401 FILM NUMBER: 111191321 MAIL ADDRESS: STREET 1: 533 MARYVILLE UNIVERSITY DRIVE CITY: SAINT LOUIS STATE: MO ZIP: 63141 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGIZER HOLDINGS INC CENTRAL INDEX KEY: 0001096752 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 431863181 STATE OF INCORPORATION: MO FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 533 MARYVILLE UNIVERSITY DRIVE CITY: ST LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 3149852161 MAIL ADDRESS: STREET 1: 533 MARYVILLE UNIVERSITY DRIVE CITY: ST LOUIS STATE: MO ZIP: 63141 5 1 edgardoc.xml PRIMARY DOCUMENT X0304 5 2011-09-30 0 0 0 0001096752 ENERGIZER HOLDINGS INC ENR 0001534127 McColgan John James 533 MARYVILLE UNIVERSITY DRIVE ST. LOUIS MO 63141 0 1 0 0 Principal Accounting Officer Energizer Holdings, Inc. Common Stock 2010-10-10 5 F 0 406 72.51 D 2072 D Energizer Holdings, Inc. Common Stock 2011-08-05 5 S 0 2072 80.61 D 0 D Phantom Stk Units in Deferred Compensation Plan CM 0 2010-11-30 5 A 0 214 70.25 A Energizer Holdings, Inc. Common Stock 214 487 D Phantom Stock Units in Deferred Compensation Plan 0 2010-11-30 5 A 0 854 70.25 A Energizer Holdings, Inc. Common Stock 854 1651 D Phantom Stock Units in Deferred Compensation Plan 0 2010-11-30 5 F 0 18 70.25 D Energizer Holdings, Inc. Common Stock 18 1633 D Restricted Stock Equivalent 10/10/07 0 2010-11-02 5 D 0 3750 0 D Energizer Holdings, Inc. Common Stock 3750 0 D Restricted Stock Equivalent 10/18/10 0 2010-10-18 5 A 0 3581 0 A Energizer Holdings, Inc. Common Stock 3581 3581 D Restricted Stock Equivalent 10/18/10 PB 0 2010-10-18 5 A 0 8356 0 A Energizer Holdings, Inc. Common Stock 8356 8356 D The reporting person has served as the Company's Principal Accounting Officer since January 1, 2008. However, he is not an "executive officer" for purposes of the Securities Exchange Act of 1934, as amended. All of the securities that have been acquired by the reporting person and reported on this form were acquired in exempt transactions. Transaction should have been previously reported on a Form 4. Company match on deferrals of 2010 bonus payment into Energizer phantom stock units in Deferred Compensation Plan vest 3 years from grant, provided matched deferrals remain in units for a period of one year. In accordance with the terms of the Plan, the initial value of the units is the closing price of ENR Common Stock on November 15th of the year units are credited. Phantom stock units are payable in cash following termination of the Reporting Person's employment with Energizer Holdings, Inc. Deferral of Reporting Person's annual 2010 cash bonus into Energizer phantom stock units in Deferred Compensation Plan. Performance restricted stock equivalent awards forfeited, in accordance with the terms of the awards, when performance vesting criteria were not achieved . 25% of Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 10/10/10. An additional 5% will vest and convert into shares of ENR Common Stock in November, 2010, only if CAGR in earnings per share equals or exceeds 8% for the period between 9/30/07 and 9/30/10; that percentage will be 15% if CAGR for the period equals or exceeds 9%, and 25% if CAGR for the period equals or exceeds 10%. The remaining 50% of RSE granted will vest in its entirety and convert into shares of ENR Common Stock only if CAGR for the period equals or exceeds 15% (with incremental vesting between 11% and 15%). All RSE will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change in control, some or all of the equivalents will also vest. All equivalents that do not vest will be forfeited. Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 10/18/2013 as long as Recipient is still employed on said date. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability, or in the event of a change of control of the Company. 12.5% of Restricted Stock Equivalents will vest and convert into shares of ENR common stock in November, 2013, only if CAGR in EPS equals or exceeds 5% for the period between 9/30/10 and 9/30/13, proportionately increasing in 1/10th of 1% increments up to 100% of the RSEs granted if 12% or greater CAGR for that period is achieved. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change of control, at least 50% of the RSEs will vest, with additional percentages potentially vesting dependent upon CAGR in EPS prior to the change of control. JOHN J. MCCOLGAN 2011-11-09