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*
BARINGTON CAPITAL GROUP L P

(Last) (First) (Middle)
888 SEVENTH AVENUE
17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SCHULMAN A INC [ SHLM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
11/27/2006
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 11/27/2006 P 12,289 A $22.73 512,548(1)(2)(3) I(1)(2)(3) By Barington Companies Equity Partners, L.P.(1)(2)(3)
Common Stock 11/27/2006 P 32,699 A $22.73 788,680(1)(2)(3) I(1)(2)(3) By Barington Companies Offshore Fund, L.P.(1)(2)(3)
Common Stock 11/27/2006 P 5,012 A $22.73 369,119(1)(2)(3) I(1)(2)(3) By Barington Investments, L.P.(1)(2)(3)
Common Stock 11/28/2006 P 6,655 A $22.564 519,203(1)(2)(3) I(1)(2)(3) By Barington Companies Equity Partners, L.P.(1)(2)(3)
Common Stock 11/28/2006 P 10,240 A $22.564 798,920(1)(2)(3) I(1)(2)(3) By Barington Companies Offshore Fund, Ltd.(1)(2)(3)
Common Stock 11/28/2006 P 2,705 A $22.564 371,824(1)(2)(3) I(1)(2)(3) By Barington Investments, L.P.(1)(2)(3)
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*
BARINGTON CAPITAL GROUP L P

(Last) (First) (Middle)
888 SEVENTH AVENUE
17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
BARINGTON COMPANIES EQUITY PARTNERS L P

(Last) (First) (Middle)
888 SEVENTH AVENUE
17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Barington Investments LP

(Last) (First) (Middle)
888 SEVENTH AVENUE
17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Barington Companies Advisors, LLC

(Last) (First) (Middle)
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Barington Companies Investors, LLC

(Last) (First) (Middle)
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Barington Companies Offshore Fund, Ltd. (BVI)

(Last) (First) (Middle)
C/O BISON FINANCIAL SERVICES LTD
BISON COURT ROAD TOWN

(Street)
TORTOLA D8 00000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Barington Offshore Advisors LLC

(Last) (First) (Middle)
888 SEVENTH AVENUE
17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
LNA Capital Corp.

(Last) (First) (Middle)
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
Explanation of Responses:
1. Includes shares owned directly by Barington Companies Equity Partners, L.P., Barington Companies Offshore Fund, Ltd. and Barington Investments, L.P. As the investment advisor to Barington Companies Equity Partners, L.P. and the investment advisor and general partner of Barington Investments, L.P., Barington Companies Advisors, LLC may be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P. and Barington Investments, L.P. As the general partner of Barington Companies Equity Partners, L.P., Barington Companies Investors, LLC may be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P. As the investment advisor to Barington Companies Offshore Fund, Ltd., Barington Offshore Advisors, LLC may be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd.
2. (Continuation of Footnote 1) As the majority member of Barington Companies Advisors, LLC and Barington Companies Investors, LLC, Barington Capital Group, L.P. may be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P. and Barington Investments, L.P. As the majority member of Barington Offshore Advisors, LLC, Barington Capital Group, L.P. may also be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd. As the general partner of Barington Capital Group, L.P., LNA Capital Corp. may be deemed to beneficially own the shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., Barington Investments, L.P. and Barington Companies Offshore Fund, Ltd.
3. Each Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Remarks:
Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding Common Stock.
BARINGTON COMPANIES EQUITY PARTNERS, L.P. By: Barington Companies Investors, LLC, its general partner By: /s/ James A. Mitarotonda, its managing member 11/29/2006
BARINGTON INVESTMENTS, L.P. By: Barington Companies Advisors, LLC, its general partner By: /s/ James A. Mitarotonda, its managing member 11/29/2006
BARINGTON COMPANIES ADVISORS, LLC By: /s/ James A. Mitarotonda, its managing member 11/29/2006
BARINGTON COMPANIES INVESTORS, LLC By: /s/ James A. Mitarotonda, its managing member 11/29/2006
BARINGTON COMPANIES OFFSHORE FUND, LTD By: /s/ James A. Mitarotonda, its president 11/29/2006
BARINGTON OFFSHORE ADVISORS, LLC By: /s/ James A. Mitarotonda, authorized signatory 11/29/2006
BARINGTON CAPITAL GROUP, L.P. By: LNA Capital Corp., its general partner By: /s/ James A. Mitarotonda, its president and CEO 11/29/2006
LNA CAPITAL CORP. By: /s/ James A. Mitarotonda, its president and CEO 11/29/2006
** 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.
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