0000106455-15-000102.txt : 20151210 0000106455-15-000102.hdr.sgml : 20151210 20151210165352 ACCESSION NUMBER: 0000106455-15-000102 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151201 FILED AS OF DATE: 20151210 DATE AS OF CHANGE: 20151210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WESTMORELAND COAL Co CENTRAL INDEX KEY: 0000106455 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 231128670 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9540 SOUTH MAROON CIRCLE STREET 2: SUITE 200 CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 303-922-6463 MAIL ADDRESS: STREET 1: 9540 SOUTH MAROON CIRCLE STREET 2: SUITE 200 CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: WESTMORELAND COAL CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Veenstra Jason William CENTRAL INDEX KEY: 0001659797 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11155 FILM NUMBER: 151281382 MAIL ADDRESS: STREET 1: 9540 SOUTH MAROON CIRCLE STREET 2: SUITE 200 CITY: ENGLEWOOD STATE: CO ZIP: 80112 3 1 wf-form3_144978442069960.xml FORM 3 X0206 3 2015-12-01 0 0000106455 WESTMORELAND COAL Co WLB 0001659797 Veenstra Jason William 9540 SOUTH MAROON CIRCLE, SUITE 200 ENGLEWOOD CO 80112 0 1 0 0 Chief Financial Officer Common Stock 207 D Restricted Stock Unit Common Stock 600.0 D Restricted Stock Units Common Stock 1128.0 D Performance Based Restricted Stock Units Common Stock 1128.0 D Grant of Restricted Stock Units on June 2, 2014. The Restricted Stock Units vest in three equal annual installments on each April 1st following the grant date. The first third of the original award of 900 Restricted Stock Units vested on April 1, 2015, and the remaining two-thirds will vest in subsequent years. Each Restricted Stock Unit represents a contingent right to receive one share of common stock payable in common stock, cash or a combination thereof at the discretion of the Compensation and Benefits Committee. Grant of Restricted Stock Units on April 1, 2015. The Restricted Stock Units vest in three equal annual installments on each April 1st following the grant date. Each Performance Based Restricted Stock Unit represents a contingent right to receive up to 1.5 shares of common stock. The units vest over approximately three years and become payable on April 1, 2018 based upon a comparison of the company's relative total shareholder return over the vesting period to a weighted total shareholder return during such period of companies in the Russell 3000 Index and in the Market Vectors Global Coal Index with principal places of business in the US, Australia or Canada. /s/ Jennifer S. Grafton by attached Power of Attorney 2015-12-10 EX-24 2 exh24_jwvwcc.htm EXH 24 - JWV WCC Exhibit



Exhibit 24
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
Know all by these presents that the undersigned hereby makes, constitutes, and appoints Jennifer S. Grafton as the undersigned's true and lawful attorney-in-fact with full power and authority as hereinafter described to:
1.
prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the United States Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder or any rule or regulation of the SEC;

2.
execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Westmoreland Coal Company (the “Company”), Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Exchange Act and the rules thereunder;

3.
do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form with the SEC and any stock exchange or similar authority;

4.
seek or obtain, as the undersigned's representative and on the undersigned's behalf, information regarding transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and

5.
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming nor relieving, nor is the Company assuming nor relieving, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned acknowledges that neither the Company nor the foregoing attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any




failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act.
         This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 10th day of December, 2015.
 
/s/ Jason W. Veenstra
 
Signature
 
 
 
Jason W. Veenstra
 
Print Name