SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Huntsman Family Holdings CO LLC

(Last) (First) (Middle)
500 HUNTSMAN WAY

(Street)
SALT LAKE CITY UT 84108

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Huntsman CORP [ HUN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/02/2009 J(1) V 663,300 A $0 663,300 D(2)
Common Stock 09/02/2009 S 663,300(3) D $7.78(4) 0 D(2)
Common Stock 09/03/2009 J(1) V 600,000 A $0 600,000 D(2)
Common Stock 09/03/2009 S 600,000(3) D $7.86(5) 0 D(2)
Common Stock 46,572,025 I(6) By HMP Equity Trust(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Huntsman Family Holdings CO LLC

(Last) (First) (Middle)
500 HUNTSMAN WAY

(Street)
SALT LAKE CITY UT 84108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Huntsman Peter R

(Last) (First) (Middle)
10003 WOODLOCH FOREST DRIVE

(Street)
THE WOODLANDS TX 77380

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President, CEO
1. Name and Address of Reporting Person*
Huntsman Jon M

(Last) (First) (Middle)
500 HUNTSMAN WAY

(Street)
SALT LAKE CITY UT 84108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
Explanation of Responses:
1. Withdrawal of shares from the HMP Equity Trust.
2. These shares are owned directly by Huntsman Family Holdings Company LLC and indirectly by Jon M. Huntsman and Peter R. Huntsman. Each of Jon M. Huntsman and Peter R. Huntsman may be deemed to have a pecuniary interest in Huntsman Family Holdings Company LLC, a beneficiary of HMP Equity Trust, which holds dispositive power over certain shares held by HMP Equity Trust. HMP Equity Trust is controlled by its trustees, including Jon M. Huntsman and Peter R. Huntsman. Each of Jon M. Huntsman and Peter R. Huntsman disclaims beneficial ownership of the shares held by HMP Equity Trust and Huntsman Family Holdings Company LLC, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purpose.
3. Huntsman Family Holdings Company LLC sold the shares covered by this report for the benefit of, and distributed the proceeds of such sale to, Jon M. Huntsman. Peter R. Huntsman had no pecuniary interest in the shares sold in the transaction reported in this Form 4.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.68 to $8.00. The Reporting Persons have provided to the Issuer, and undertake to provide to any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in Footnotes (4) and (5) to this Form 4.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.81 to $7.93.
6. These shares are owned directly by HMP Equity Trust and indirectly by Huntsman Family Holdings Company LLC, Jon M. Huntsman and Peter R. Huntsman. Jon M. Huntsman and Peter R. Huntsman may be deemed to have a pecuniary interest in Huntsman Family Holdings Company LLC, a beneficiary of HMP Equity Trust, which holds dispositive power over certain shares held by HMP Equity Trust. HMP Equity Trust is controlled by its trustees, including Jon M. Huntsman and Peter R. Huntsman. Each of Huntsman Family Holdings Company LLC, Jon M. Huntsman and Peter R. Huntsman disclaims beneficial ownership of the shares held by HMP Equity Trust, except to the extent of its/his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purpose.
Sean H. Pettey, by power of attorney 09/04/2009
Sean H. Pettey, by Power of Attorney 09/04/2009
Sean H. Pettey, by Power of Attorney 09/04/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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