-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BG07lLxKckEs/S4M3Qt+JLj9rUauW88sbOoK1dlSZ+eCcqzywt6Nxi0vmmvGEr3G SoKifXBldmOEyJxVrPhDFQ== 0001181431-10-005140.txt : 20100128 0001181431-10-005140.hdr.sgml : 20100128 20100128153756 ACCESSION NUMBER: 0001181431-10-005140 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100127 FILED AS OF DATE: 20100128 DATE AS OF CHANGE: 20100128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ziessler Steven D CENTRAL INDEX KEY: 0001480567 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34606 FILM NUMBER: 10553830 MAIL ADDRESS: STREET 1: 1855 LOCKEWAY DRIVE STREET 2: SUITE 501 CITY: ALPHARETTA STATE: GA ZIP: 30004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cellu Tissue Holdings, Inc. CENTRAL INDEX KEY: 0001295976 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 061346495 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 3442 FRANCIS ROAD STREET 2: SUITE 220 CITY: ALPHARETTA STATE: GA ZIP: 30004 BUSINESS PHONE: (678)393-2651 MAIL ADDRESS: STREET 1: 3442 FRANCIS ROAD STREET 2: SUITE 220 CITY: ALPHARETTA STATE: GA ZIP: 30004 4 1 rrd263819.xml IPO CONVERT/GRANTS X0303 4 2010-01-27 0 0001295976 Cellu Tissue Holdings, Inc. CLU 0001480567 Ziessler Steven D 1855 LOCKEWAY DRIVE SUITE 501 ALPHARETTA GA 30004 1 1 0 0 Pres. Tissue & Mach-Gl, COO Common Stock 2010-01-27 4 C 0 137426 A 137426 D Common Stock 2010-01-27 4 C 0 18327 A 155753 D Common Stock 2010-01-27 4 C 0 225640 A 381393 D Common Stock 2010-01-27 4 S 0 123841 13 D 257552 D Series A Preferred Stock 2010-01-27 4 C 0 137426 D Common Stock 137426 0 D Series B Preferred Stock 2010-01-27 4 C 0 18327 D Common Stock 18327 0 D Common Stock 2010-01-27 4 C 0 225640 D Common Stock 225640 0 D Employee Stock Option 5.28 2010-01-27 4 J 0 138662 0 D 2019-04-13 Common Stock 138662 0 D Employee Stock Option 5.28 2010-01-27 4 J 0 138662 0 A 2019-04-13 Common Stock 138662 138662 D Employee Stock Option 11.45 2010-01-27 4 A 0 45878 0 A 2020-01-27 Common Stock 45878 45878 D Series A Preferred Stock of Cellu Parent Corporation was converted into Issuer Common Stock upon the closing of the Issuer's initial public offering. Cellu Parent Corporation was merged into Issuer on the terms disclosed in the Issuer's Form S-1 Registration Statement dated January 21, 2010. Series B Preferred Stock of Cellu Parent Corporation was converted into Issuer Common Stock upon the closing of the Issuer's initial public offering. Cellu Parent Corporation was merged into Issuer on the terms disclosed in the Issuer's Form S-1 Registration Statement dated January 21, 2010. Reporting person was granted shares of Restricted Stock in Cellu Parent Corporation on June 12, 2006, of which 75% had vested. Pursuant to the terms of the reorganization transactions that were consummated in connection with the Issuer's initial public offering and upon the closing of the Issuer's initial public offering, as described in the Issuer's Form S-1 Registration Statement dated January 21, 2010, the Cellu Parent Corporation Common Stock was exchanged for fully vested shares of Issuer Common Stock. Reporting person held an option to purchase shares of Common Stock in Cellu Parent Corporation. Pursuant to the terms of the reorganization transactions that were consummated in connection with the Issuer's initial public offering, as described in the Issuer's Form S-1 Registration Statement dated January 21, 2010, the Cellu Parent Corporation options were exchanged for options to purchase Issuer Common Stock. Upon the closing of the Issuer's initial public offering and on the date of the exchange, options to purchase 45,024 shares became fully vested and options for the remaining shares will vest as to 33.33% of the shares each year beginning on the first anniversary date of the closing of the Issuer's initial public offering. Stock option grant under the Issuer's 2010 Equity Compensation Plan. Vests in four equal installments annually beginning on January 27, 2011. /s/ W. Edwin Litton, Power of Attorney 2010-01-28 -----END PRIVACY-ENHANCED MESSAGE-----