| 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 |
|
|||||||||||||||
| 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*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
RENTECH INC /CO/ [ RTK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 03/10/2009 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| 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 | 20,000 | I | By reporting person as UGMA custodian.(3) | |||||||
| Common Stock | 03/10/2009 | S(4) | 20,000 | D | $0.5598 | 569,304(1) | D | |||
| Common Stock | 03/10/2009 | S(4) | 20,000 | D | $0.5649 | 549,304(1) | D | |||
| Common Stock | 03/10/2009 | S(4) | 20,000 | D | $0.5501 | 529,304(1) | D | |||
|
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 | ||||||||
| Option to Purchase Common Stock | $3.35 | 03/22/2007 | 04/12/2012 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Option to Purchase Common Stock | $2.68 | 03/22/2008 | 03/21/2013 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Option to Purchase Common Stock | $2.53 | 09/29/2007 | 09/29/2009 | Common Stock | 510,000 | 510,000 | D | ||||||||
| Option to Purchase Common Stock | $1.39 | (2) | 04/16/2014 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Explanation of Responses: |
| 1. Includes 28,800 shares of common stock issuable upon the vesting and settlement of a restricted stock unit. The restricted stock unit vests, subject to the reporting person's continued service on the Company's board of directors, in four equal installments on June 30, 2008, September 30, 2008, December 31, 2008 and March 31, 2009, provided that the restricted stock unit shall be fully vested as of the date of the Company's 2009 Annual Meeting of Shareholders. |
| 2. The option vests on April 17, 2009, subject to the reporting person's continued service on the Company's board of directors, provided that the option shall be fully vested as of the date of the Company's 2009 Annual Meeting of Shareholders. |
| 3. Shares held by reporting person for the following family members under Uniform Gifts to Minors Act. The reporting person granted 1,000 shares each to: Caroline Cisler, Clair Cisler, Trevor Hansen, Richard N. Bjorklund, Heather Bjorklund, Bridget Bjorklund, Chad Yakobson, Brittney Yakobson, Kendra Yakobson, Logan Yakobson, Jayson Yakobson, William Nickell, Mathew Nickell and Lauren Nickell. The reporting person granted 3,000 shares to each of Andrew Ziegler and Kathryn Ziegler. The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for the purposes of Section 16 or for any other purposes. |
| 4. All sales reported on this form were effected pursuant to a 10b5-1 trading plan that was established on August 22, 2007. A 10b5-1 trading plan enables an insider to establish a program to make transactions according to an advance plan. Such a program allows an insider to continue with planned transactions even it he or she comes into possession of material nonpublic information. |
| /s/ Colin M. Morris, by Power of Attorney | 03/10/2009 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||