Filing Details

Accession Number:
0001096752-10-000080
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-11-08 17:12:01
Reporting Period:
2010-11-04
Filing Date:
2010-11-08
Accepted Time:
2010-11-08 17:12:01
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1096752 Energizer Holdings Inc ENR Miscellaneous Electrical Machinery, Equipment & Supplies (3690) 431863181
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1283856 P David Hatfield Energizer Holdings, Inc.
533 Maryville University Drive
St Louis MO 63141
Pres & Ceo, Enr Personal Care No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Energizer Holdings, Inc. Common Stock Disposition 2010-11-04 4,675 $68.10 0 No 4 S Direct
Energizer Holdings, Inc. Common Stock Disposition 2010-11-04 2,752 $67.30 0 No 4 I Indirect By 401(k)
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 I Indirect By 401(k)
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Energizer Holdings, Inc. Common Stock Phantom Stk Units in Deferred Compensation Plan CM Disposition 2010-11-04 2,485 $67.30 2,485 $0.00
Energizer Holdings, Inc. Common Stock Phantom Stock Units in Deferred Compensation Plan Disposition 2010-11-04 23,433 $67.30 23,433 $0.00
Energizer Holdings, Inc. Common Stock Phantom Stock Units in Executive Savings Investment Plan Disposition 2010-11-04 200 $67.30 200 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
6,317 No 4 I Direct
0 No 4 I Direct
0 No 4 I Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Energizer Holdings, Inc. Common Stock Non-Qualified Stock Option 10/12/09 $65.63 2012-10-12 2019-10-11 30,000 30,000 Direct
Energizer Holdings, Inc. Common Stock Non-Qualified Stock Option 10/19/04 $46.13 2005-10-19 2014-10-18 15,000 15,000 Direct
Energizer Holdings, Inc. Common Stock Non-Qualified Stock Option 9/23/02 $30.10 2005-09-23 2012-09-22 16,667 16,667 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equilvalents 2/6/09 $0.00 4,571 4,571 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equiv. 11/1/10 PB $0.00 13,300 13,300 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equiv. 11/1/10 TB $0.00 5,700 5,700 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equivalent 10/10/07 $0.00 3,426 3,426 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equivalent 10/12/09 PB $0.00 15,400 15,400 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equivalent 10/12/09 TB $0.00 6,600 6,600 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equivalent 10/13/08 $0.00 20,000 20,000 Direct
Energizer Holdings, Inc. Common Stock Restricted Stock Equivalents 5/19/03 $0.00 9,646 9,646 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2019-10-11 30,000 30,000 Direct
2014-10-18 15,000 15,000 Direct
2012-09-22 16,667 16,667 Direct
4,571 4,571 Direct
13,300 13,300 Direct
5,700 5,700 Direct
3,426 3,426 Direct
15,400 15,400 Direct
6,600 6,600 Direct
20,000 20,000 Direct
9,646 9,646 Direct
Footnotes
  1. In accordance with SEC guidance authorizing aggregate reporting of same-day, same-way open market purchases and sales, the shares were sold at a price range between $68.06 and $68.1413. Upon request, full information regarding the number of shares sold at each separate price will be provided.
  2. Phantom stock units are payable in cash following termination of the Reporting Person's employment with Energizer Holdings, Inc.
  3. 100% exercisable on October 12, 2012 as long as Recipient is still employed on said date. Options will also become exercisable upon the Recipient's death or disability, and in the event of a change of control of the Company occurring on or after November 1, 2011.
  4. Vesting of performance RSEs granted 2/6/09 was contingent upon achievement of Company and individual performance goals for fiscal year 2009. Following fiscal year end, 4,670 equivalents vested and were deferred until retirement in accordance with Reporting Person's deferral election. The remaining 10,397 equivalents were forfeited in accordance with the terms of the performance award.
  5. 12.5% of Restricted Stock Equivalents will vest and convert into shares of ENR common stock in November, 2013, only if CAGR in EPS equals or exceeds 5% for the period between 9/30/10 and 9/30/13, proportionately increasing in 1/10th of 1% increments up to 100% of the RSEs granted if 12% or greater CAGR for that period is achieved. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change of control, at least 50% of the RSEs will vest, with additional percentages potentially vesting dependent upon CAGR in EPS prior to the change of control.
  6. Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 11/1/2013 as long as Recipient is still employed on said date. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability, or in the event of a change of control of the Company.
  7. 25% of Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 10/10/10. An additional 5% will vest and convert into shares of ENR Common Stock in November, 2010, only if CAGR in earnings per share equals or exceeds 8% for the period between 9/30/07 and 9/30/10; that percentage will be 15% if CAGR for the period equals or exceeds 9%, and 25% if CAGR for the period equals or exceeds 10%. The remaining 50% of RSE granted will vest in its entirety and convert into shares of ENR Common Stock only if CAGR for the period equals or exceeds 15% (with incremental vesting between 11% and 15%). All RSE will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change in control, some or all of the equivalents will also vest. All equivalents that do not vest will be forfeited.
  8. 12.5% of Restricted Stock Equivalents will vest and convert into shares of ENR common stock in November, 2012, only if CAGR in EPS equals or exceeds 5% for the period between 9/30/09 and 9/30/12, proportionately increasing in 1/10th of 1% increments up to 100% of the RSEs granted if 12% or greater CAGR for that period is achieved. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change of control, at least 50% of the RSEs will vest, with additional percentages potentially vesting dependent upon CAGR in EPS prior to the change of control.
  9. Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 10/12/2012 as long as Recipient is still employed on said date. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability, or in the event of a change of control of the Company.
  10. 25% of Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR common stock on 10/13/2011. An additional 5% will vest and convert into shares of ENR common stock in November, 2011, only if CAGR in EPS equals or exceeds 8% for the period between 9/30/08 and 9/30/11, proportionately increasing in 1/10th of 1% increments up to 75% of the RSEs granted if 15% CAGR for that period is achieved. All RSEs will also vest and convert upon the Reporting Person's death or permanent disability. In the event of a change of control, at least 50% of the RSEs will vest, with additional percentages potentially vesting dependent upon CAGR in EPS prior to the change of control.
  11. Restricted Stock Equivalents convert into shares of Energizer Common Stock - 1/3 on 5/19/06, 1/3 on 5/19/09 and 1/3 on 5/19/12, unless Reporting Person elects to defer conversion until retirement or other termination, or unless deferral of conversion is mandated by Energizer Holdings, Inc. Equivalents subject to forfeture if Reporting Person voluntarily terminates employment prior to conversion dates, other than upon retirement after attaining age 55.