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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
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*
PAUL STEVEN M

(Last) (First) (Middle)
C/O SIGMA-ALDRICH CORPORATION
3050 SPRUCE STREET

(Street)
ST. LOUIS MO 63103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SIGMA ALDRICH CORP [ SIAL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/18/2015
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(1) 11/18/2015 D 478 D $140 0 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
NQ Stock Option Right to Buy $38.71 11/18/2015 D 20,000 02/14/2007 11/14/2016 Common Stock 20,000 $38.71(2) 0 D
NQ Stock Option Right to Buy $57.05 11/18/2015 D 10,000 08/07/2008 05/07/2018 Common Stock 10,000 $57.05(2) 0 D
NQ Stock Option Right to Buy $44.58 11/18/2015 D 10,000 08/06/2009 05/06/2019 Common Stock 10,000 $44.58(2) 0 D
NQ Stock Option Right to Buy $57.76 11/18/2015 D 10,000 08/05/2010 05/05/2020 Common Stock 10,000 $57.76(2) 0 D
NQ Stock Option, Right to Buy $69.14 11/18/2015 D 10,000 08/04/2011 05/04/2021 Common Stock 10,000 $69.14(2) 0 D
NQ Stock Option, Right to Buy $71.1 11/18/2015 D 10,000 08/02/2012 05/02/2022 Common Stock 10,000 $71.1(2) 0 D
NQ Stock Option Right to Buy $74.77 11/18/2015 D 6,800 01/02/2014 01/02/2023 Common Stock 6,800 $74.77(3) 0 D
NQ Stock Option Right to Buy $92.78 11/18/2015 D 4,430 01/02/2015 01/02/2024 Common Stock 4,430 $92.78(3) 0 D
Restricted Stock Unit $0.0(1) 11/18/2015 D 374 01/02/2014 01/02/2016 Common Stock 374 $0(4) 0 D
Restricted Stock Unit $0.0(1) 11/18/2015 D 624 01/02/2015 01/02/2017 Common Stock 624 $0(4) 0 D
Explanation of Responses:
1. Please see the attached Exhibit A. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the attached Exhibit A.
2. These stock options, which vested 100% after three months of the date of the grant, were cancelled at the Effective Time (whether vested or unvested) in exchange for a cash payment equal to the Per-Share Merger Consideration, less the exercise price of the option.
3. These stock options, which provided for vesting in three equal annual installments beginning on the first anniversary of the date of the grant, were cancelled at the Effective Time (whether vested or unvested) in exchange for a cash payment equal to the Per-Share Merger Consideration, less the exercise price of the option.
4. These service-based restricted stock units, which provided for vesting in three equal annual installments beginning on the first anniversary of the date of the grant, were cancelled at the Effective Time in exchange for a cash payment equal to the Per-Share Merger Consideration.
Remarks:
/s/ Jesica Betts, by Power of Attorney 11/19/2015
** 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.