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*
WULF GENE C

(Last) (First) (Middle)
SUITE 2300
222 S. 9TH ST.

(Street)
MINNEAPOLIS MN 55402-4099

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BEMIS CO INC [ BMS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
01/28/2004
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 01/28/2004 M 469(4) A $47.3 15,958 D
Common Stock 01/28/2004 M 240(6) A $47.3 16,198 D
Common Stock 5,061 I(1) 401(k) Plan
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
Common Stock (2) 01/01/1998 01/28/2004 M 697 12/31/2003(4) 12/31/2003 Common Stock 697 $47.3(3) 0 D
Common Stock (2) 01/01/2000 A 1,476 12/31/2004(5) 12/31/2004 Common Stock 1,476 (3) 1,476 D
Common Stock (2) 01/01/2001 01/28/2004 M 358 12/31/2005(6) 12/31/2005 Common Stock 358 (3) 7,780 D
Common Stock (2) 01/01/2002 A 5,388 12/31/2006(7) 12/31/2006 Common Stock 5,388 (3) 5,388 D
Common Stock (2) 01/02/2003 A 9,152 12/31/2007(8) 12/31/2007 Common Stock 9,152 (3) 9,152 D
Common Stock (2) 01/28/2004 A 16,000 12/31/2008(9) 12/31/2008 Common Stock 16,000 (3) 16,000 D
Common Stock $44.875 10/07/1997 A 25,000 (10) 10/07/2007 Common Stock 25,000 (12) 25,000 D
Common Stock $37.625 01/01/1999 A 4,855 (10) 12/31/2008 Common Stock 4,855 (12) 4,855 D
Common Stock $34.875 01/01/2000 A 6,250 (10) 12/31/2009 Common Stock 6,250 (12) 6,250 D
Common Stock $33.5625 01/01/2001 A 10,707 (10) 12/31/2010 Common Stock 10,707 (12) 10,707 D
Common Stock $49.18 01/01/2002 A 7,088 (11) 12/31/2011 Common Stock 7,088 (12) 7,088 D
Common Stock $49.63 01/02/2003 A 12,041 (11) 12/31/2012 Common Stock 12,041 (12) 12,041 D
Explanation of Responses:
1. No price necessary for Edgar Filing - Company 401(k) Plan.
2. Security converts to Common Stock on a one-for-one basis on date of conversion.
3. Will know price on the date of conversion.
4. Award under Bemis Performance Based Restricted Stock Award Program exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2003, upon Company achieving certain performance goals. The award paid out 34.875 percent of 1,998 shares or 697 shares with no carryover, upon Bemis Compensation Committee verification on January 28, 2004. Certain shares were withheld for tax purposes.
5. Award under Bemis Time Accelerated Restricted Stock Appreciation Program (TARSAP) exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2004, or if certain performance targets were met by the Company on December 31, 2002. Performance targets were met resulting in the payout of 2,866 shares on February 6, 2003, from which certain shares were withheld for tax purposes, leaving right to receive 1,476 shares.
6. Award under Bemis Time Accelerated Restricted Stock Appreciation Program (TARSAP) exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2005, or if certain performance targets were met by the Company on December 31, 2003. Performance targets were met resulting in the payout of 358 shares on January 28, 2004, from which certain shares were withheld for tax purposes, leaving right to receive 7,780 shares.
7. Award under Bemis Time Accelerated Restricted Stock Appreciation Program (TARSAP) exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2006, or if certain performance targets are met by the Company on December 31, 2004.
8. Award under Bemis Time Accelerated Restricted Stock Appreciation Program (TARSAP) exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2007, or if certain performance targets are met by the Company on December 31, 2005.
9. Award under Bemis Time Accelerated Restricted Stock Appreciation Program (TARSAP) exempt under Rule 16b-3: Grant to Reporting Person of right to receive stock as of December 31, 2008, or if certain performance targets are met by the Company on December 31, 2006.
10. Stock Option (right to buy) pursuant to Stock Option Plan exempt under Rule 16b-3: Option presently exercisable.
11. Stock Option (right to buy) pursuant to Stock Option Plan exempt under Rule 16b-3: Options exercisable in three increments of 33 percent on the first, second and third anniversary of date of grant.
12. Will know price on the date of exercise.
J J Seifert Power of Attorney 01/30/2004
** 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.