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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ROBBINS & MYERS INC [ RBN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/05/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 Shares | 10/05/2010 | A | 1,194 | A | $0.00(1) | 51,887 | D | |||
Common Shares | 10/05/2010 | A | 1,691 | A | $0.00(2) | 51,887 | D | |||
Common Shares | 10/05/2010 | F | 35 | D(3) | $26.68 | 51,887 | D | |||
Common Shares | 5,728 | I | Shares held by Robbins & Myers, Inc. Employee Savings Plan Trust as of August 31, 2010. |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Option (Right to Buy) | $26.68 | 10/05/2010 | A | 2,825 | 10/05/2011(4) | 10/05/2020 | Common Shares | 2,825 | $0.00(4) | 2,825 | D |
Explanation of Responses: |
1. Restricted stock units ("RSU's") granted under Robbins & Myers, Inc. 2004 Stock Incentive Plan; RSU's vest and become not subject to forfeiture in equal annual installments over a three-year period provided that the reporting person is employed by the issuer on the particular vesting date. Each vested RSU is converted into one share of common stock of the issuer upon the earlier of (i) the reporting person's termination of employment with the issuer or (ii) the third anniversary of the RSU grant date. |
2. Performance shares earned based on achieving performance levels for the fiscal year ended August 31, 2010. Each performance share represents the right to receive one common share on August 31, 2012, provided the reporting owner is employed by the Company on that date. |
3. Shares used to pay taxes upon vesting of restricted stock granted on October 5, 2007. |
4. Option granted under Robbins & Myers, Inc. 2004 Stock Incentive Plan; becomes exercisable for 1/3 of shares one year after date of grant; 2/3 of shares after two years and 100% of shares after three years. |
Remarks: |
KEVIN J. BROWN by /s/ Linn S. Harson, attorney-in-fact pursuant to previously filed Power of Attorney | 10/07/2010 | |
** 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. |