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*
Susser Sam L

(Last) (First) (Middle)
C/O SUSSER HOLDINGS CORPORATION
4525 AYERS STREET

(Street)
CORPUS CHRISTI TX 78415

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Susser Holdings CORP [ SUSS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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, par value $0.01 per share 03/01/2011 A 52,526 A $0 139,389 (1) D
Common Stock, par value $0.01 per share 2,263,767 I FN (2)
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
Explanation of Responses:
1. As of the date hereof, of the common stock, 63,360 shares, including the 52,526 shares granted to the reporting person on 03/01/11 as reflected in column 4 of Table I, are subject to vesting and forfeiture restrictions. 15,518 of the shares of restricted stock granted to the reporting person on 03/01/11 vests in 50% increments on 11/01/11 and 11/01/12. 37,008 of the shares of restricted stock granted to the reporting person on 03/01/11 vests in 33 1/3% increments on 11/01/11, 11/01/12 and 11/01/13. 8,334 shares of the restricted stock vests over 5 years from the original grant date with 33 1/3 % of the original grant amounts vesting on the third, fourth and fifth anniversaries of the applicable grant dates. 2,500 shares of the restricted stock vests over 3 years from the original grant date with 33 1/3 % of the original grant amounts vesting on the first, second and third anniversaries of the original grant date.
2. Shares owned indirectly are held by trusts the beneficiary of which is a member of the reporting person's immediate family and the trustee of which is the reporting person.
Remarks:
/s/ E.V. Bonner, Jr., Attorney-in-fact 03/03/2011
** 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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