0000950170-24-003152.txt : 20240108 0000950170-24-003152.hdr.sgml : 20240108 20240108194127 ACCESSION NUMBER: 0000950170-24-003152 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240104 FILED AS OF DATE: 20240108 DATE AS OF CHANGE: 20240108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dowd Joseph P CENTRAL INDEX KEY: 0001553647 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32737 FILM NUMBER: 24521471 MAIL ADDRESS: STREET 1: 436 SEVENTH AVENUE STREET 2: SUITE 1550 CITY: PITTSBURGH STATE: PA ZIP: 15219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Koppers Holdings Inc. CENTRAL INDEX KEY: 0001315257 STANDARD INDUSTRIAL CLASSIFICATION: LUMBER & WOOD PRODUCTS (NO FURNITURE) [2400] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 201878963 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 436 SEVENTH AVENUE CITY: PITTSBURGH STATE: PA ZIP: 15219 BUSINESS PHONE: 412-227-2001 MAIL ADDRESS: STREET 1: 436 SEVENTH AVENUE CITY: PITTSBURGH STATE: PA ZIP: 15219 FORMER COMPANY: FORMER CONFORMED NAME: KI Holdings Inc. DATE OF NAME CHANGE: 20050124 4 1 ownership.xml 4 X0508 4 2024-01-04 0001315257 Koppers Holdings Inc. KOP 0001553647 Dowd Joseph P 436 SEVENTH AVENUE PITTSBURGH PA 15219 false true false false VP, Zero Harm false Common Stock 2024-01-04 4 A false 2211 0.00 A 37375 D Common Stock 2024-01-05 4 M false 4642 A 42017 D Common Stock 2024-01-05 4 M false 98 0.00 A 42115 D Common Stock 2024-01-05 4 F false 3885 47.32 D 38230 D Restricted Stock Units 2024-01-04 4 A false 2363 0.00 A Common Stock 2363 4642 D Restricted Stock Units 2024-01-04 4 A false 2506 0.00 A Common Stock 2506 3068 D Restricted Stock Units 2024-01-04 4 A false 1190 0.00 A Common Stock 1190 1190 D Dividend Equivalent Rights 2024-01-04 4 A false 71 0.00 A Common Stock 71 230 D Restricted Stock Units 2024-01-05 4 M false 4642 0.00 D Common Stock 4642 0 D Dividend Equivalent Rights 2024-01-05 4 M false 98 0.00 D Common Stock 98 132 D The reporting person was awarded time-based restricted stock units on January 4, 2024, which will vest in annual installments of one-third each over three years. Includes 22 shares of Koppers Holdings Inc. common stock acquired pursuant to the Koppers Holdings Inc. Employee Stock Purchase Plan on December 31, 2023. These acquisitions were exempt under both Rule 16b-3(c) and Rule 16b-3(d). Restricted stock units convert into common stock on a one-for-one basis. Represents shares acquired upon release of dividend equivalent rights ("DERs"), as reported in Table II, on a one-for-one basis. Shares surrendered to the issuer by the reporting person as payment for the tax withholding related to the vesting of time-based restricted stock units ("RSUs") and performance share units ("PSUs"). On January 4, 2021, the reporting person was granted PSUs for which the performance criteria for the three-year performance period from January 1, 2021 through December 31, 2023 have been satisfied. On January 4, 2022, the reporting person was granted PSUs for which the performance criteria for the two-year performance period from January 1, 2022 through December 31, 2023 have been satisfied. All of the restricted stock units reported here are subject to vesting based on the continued service of the reporting person through January 5, 2025. If the Company's total shareholder return over the three-year period of January 1, 2022 through December 31, 2024 is negative, then the cumulative number of units that may vest for such three-year period will be capped at 150% of the target number. On January 4, 2023, the reporting person was granted PSUs for which the performance criteria for the one-year performance period from January 1, 2023 through December 31, 2023 have been satisfied. All of the restricted stock units reported here are subject to vesting based on the continued service of the reporting person through January 5, 2026. If the Company's total shareholder return over the three-year period of January 1, 2023 through December 31, 2025 is negative, then the cumulative number of units that may vest for such three-year period will be capped at 150% of the target number. The DERs accrued with respect to additional PSUs credited to the reporting person with respect to PSUs granted on January 4, 2021, January 4, 2022, and January 4, 2023. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock. Represents previously granted performance share units for which the performance criteria for the three-year performance period from January 1, 2021 through December 31, 2023 have been satisfied, as reported in Table II above. These DERs were released in connection with the vesting of RSUs and PSUs granted on January 4, 2021, January 4, 2022, and January 4, 2023. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock. /s/Stephanie L. Apostolou, Attorney in Fact 2024-01-08