-----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, R39E6FfDpDJX01l3JlTnOrzyaofygTyFKMiw38RNP2q6+u6RmJOzhB2fsUa+2U6C vqA+AeJPcM6msJBA0J59Nw== 0001181431-04-006056.txt : 20040203 0001181431-04-006056.hdr.sgml : 20040203 20040203165155 ACCESSION NUMBER: 0001181431-04-006056 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040130 FILED AS OF DATE: 20040203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHEAR DAVID MICHAEL CENTRAL INDEX KEY: 0001258649 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07677 FILM NUMBER: 04563623 BUSINESS ADDRESS: STREET 1: 16 SOUTH PENNSYLVANIA AVENUE CITY: OKLAHOMA CITY STATE: OK ZIP: 73107 BUSINESS PHONE: 4052354546 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LSB INDUSTRIES INC CENTRAL INDEX KEY: 0000060714 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 731015226 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 16 S PENNSYLVANIA CITY: OKLAHOMA CITY STATE: OK ZIP: 73101 BUSINESS PHONE: 4052354546 MAIL ADDRESS: STREET 1: 16 SOUTH PENNSYLVANIA CITY: OKLAHOMA STATE: OK ZIP: 73101 4 1 rrd31297.xml X0201 4 2004-01-30 0 0000060714 LSB INDUSTRIES INC LXU 0001258649 SHEAR DAVID MICHAEL 16 SOUTH PENNSYLVANIA AVENUE OKLAHOMA CITY OK 73107 0 1 0 0 VP/General Counsel/Sec Common Stock 2004-01-30 4 F 0 2600 6.95 D 0 I By Trust Common Stock 2004-01-30 4 M 0 14456 1.25 A 14456 I By Trust Common Stock 2004-01-30 4 S 0 2000 7.00 D 12456 I By Trust Common Stock 2004-01-30 4 S 0 1000 6.95 D 11456 I By Trust Common Stock 2004-02-02 4 S 0 2000 6.88 D 9456 I By Trust Common Stock 2004-02-02 4 S 0 1000 6.95 D 8456 I By Trust Common Stock 2004-01-30 4 F 0 4000 6.95 D 0 I By Wife Common Stock 2004-01-30 4 M 0 22240 1.25 A 22240 I By Wife Common Stock 2004-01-30 4 S 0 2000 7.00 D 20240 I By Wife Common Stock 2004-01-30 4 S 0 1000 6.95 D 19240 I By Wife Common Stock 2004-02-02 4 S 0 2000 6.88 D 17240 I By Wife Common Stock 2004-02-02 4 S 0 1000 6.95 D 16240 I By Wife Common Stock 810 D Incentive Stock Option 4.875 2006-06-27 Common Stock 2000 2000 D Incentive Stock Option 4.125 2006-11-19 Common Stock 60000 60000 D Incentive Stock Option 1.25 2004-01-30 4 M 0 14456 0 D 2009-07-08 Common Stock 35000 20544 D Incentive Stock Option 2.73 2011-11-29 Common Stock 15000 15000 D Nonqualified Stock Option 1.25 2009-07-08 Common Stock 35000 35000 D These shares are held by Mr. Shear's revocable trust, of which he is trustee and beneficiary. These shares are owned by Mr. Shear's wife, the beneficial ownership of which is disclaimed by Mr. Shear. This amount does not include, and Mr. Shear disclaims beneficial ownership of shares held by two trusts established for the benefit of each of the son and daughter of Mr. Shear and Heidi Brown Shear for which Mrs. Shear is trustee and exercises investment control over the trusts' portfolio securities, and shares held by three trusts, each one established for the benefit of one of the three children of Jack E. Golsen and Sylvia H. Golsen for which Mrs. Shear is trustee and exercises investment control over the trusts' portfolio securities, and disclaims beneficial ownership in the trusts. Incentive Stock Options ("ISO") granted to Mr. Shear under the Incentive Stock Option Plans (the "Plans") of LSB Industries, Inc. (the "Company"). Each ISO allows the purchase of shares of the Company's common stock upon the exercise thereof. Each ISO is exercisable for a period of ten years from the date of grant and vests at the end of years one through four in the following amounts: 20%, 20%, 30% and 30%. Each ISO is fully vested at the end of year four. Mr. Shear acquired 14,456 shares under the ISO granted on July 8, 1999, leaving 20,544 shares remaining to be acquired under such ISO. Mr. Shear has acquired no shares under the ISOs granted on June 27, 1996, November 19, 1996, and November 9, 2001. As of the date of this report, the total number of shares underlying the ISOs held by Mr. Shear is 132,544. Nonqualified Stock Option ("NQSO") granted under the Company's Non-Qualified Stock Option Agreement - 1999, for the purchase of up to 35,000 shares of the Company's Common Stock at an option price of $1.25 per share. The NQSO covering 35,000 shares provides that the NQSO vests and becomes exercisable at the end of years one through four in the following amounts: 20%, 20%, 30%, and 30%. The NQSO is fully vested at the end of year four. To the extent not exercised, the NQSO terminates upon the tenth anniversary of the date the NQSO was granted. Mr. Shear exercised his right to acquire shares of the Company's common stock under the Plans by acquiring 14,456 shares at an aggregate purchase price of $18,070. The 14,456 shares were acquired at an option price per share of $1.25 under the ISO granted to Mr. Shear on July 8, 1999. As consideration, Mr. Shear transferred to the Company 2,600 shares of the Company's common stock owned by him, having a value on January 30, 2004, the date the shares were delivered, of $6.95, for an aggregate fair market value of $18,070. Mr. Shear's spouse, Heidi Brown Shear, exercised her right to purchase 22,240 shares of the Company's common stock under the Plans by acquiring 22,240 shares at an aggregate purchase price of $27,800. The 22,240 shares were acquired at an option price per share of $1.25 under the ISO granted to Ms. Shear on July 8, 1999. As consideration for the acquisition of such shares, Ms. Shear transferred to the Company 4,000 shares of the Company's common stock owned by her, having a value on January 30, 2004, the date the 4,000 shares were delivered to the Company, of $6.95, for an aggregate fair market value of $27,800. David M. Shear 2004-02-03 -----END PRIVACY-ENHANCED MESSAGE-----