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Filing Details

Accession Number:: 0001096752-13-000104
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-08-05 17:03:10
Reporting Period:: 2013-08-02

Filing Date:: 2013-08-05
Accepted Time:: 2013-08-05 17:03:10
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
1182966	J Peter Conrad	Energizer Holdings, Inc. 533 Maryville University Drive St. Louis MO 63141	Vice President - Hr	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Energizer Holdings, Inc. Common Stock	Acquisiton	2013-08-02	7,500	$65.63	7,500	No	4	M	Direct
Energizer Holdings, Inc. Common Stock	Disposition	2013-08-02	7,500	$100.51	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Energizer Holdings, Inc. Common Stock	Non-Qualified Stock Option 10/12/09	Disposition	2013-08-02	7,500	$0.00	7,500	$65.63
Energizer Holdings, Inc. Common Stock	Phantom Stk Units in Deferred Compensation Plan CM	Disposition	2013-08-02	2,674	$102.21	2,674	$0.00
Energizer Holdings, Inc. Common Stock	Phantom Stock Units in Deferred Compensation Plan	Disposition	2013-08-02	6,651	$102.21	6,651	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
7,500	2012-10-12	2019-10-11	No	4	M	Direct
2,714			No	4	I	Direct
3,976			No	4	I	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Energizer Holdings, Inc. Common Stock	Restricted Stock Equiv. 11/1/10 PB	$0.00	8,470	8,470	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equiv. 11/1/10 TB	$0.00	3,630	3,630	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equiv. 12/10/12 PB	$0.00	9,256	9,256	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equiv. 12/10/12 TB	$0.00	3,967	3,967	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equivalent 10/13/08	$0.00	2,937	2,937	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equivalent 11/7/11 PB	$0.00	9,208	9,208	Direct
Energizer Holdings, Inc. Common Stock	Restricted Stock Equivalent 11/7/11 TB	$0.00	3,946	3,946	Direct

Amount	Remaning Holdings	Nature of Ownership
8,470	8,470	Direct
3,630	3,630	Direct
9,256	9,256	Direct
3,967	3,967	Direct
2,937	2,937	Direct
9,208	9,208	Direct
3,946	3,946	Direct

Footnotes

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.
Phantom stock units are payable in cash following termination of the Reporting Person's employment with Energizer Holdings, Inc.
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.
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.
Performance Restricted Stock Equivalents (PSE) granted will vest in three years, subject to achievement of applicable performance criteria, as long as Recipient is still employed with the Company. All PSE will also vest and convert upon the Reporting Person's death. 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.
Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 11/5/2015 as long as Recipient is still employed on said date. All RSEs will also vest and convert upon the Reporting Person's death, or in the event of a change of control of the Company.
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.
16.5% of Restricted Stock Equivalents will vest and convert into shares of ENR common stock in November, 2014, only if CAGR in EPS equals or exceeds 5% for the period between 9/30/11 and 9/30/14, 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.
Restricted Stock Equivalents (RSE) granted will vest and convert into shares of ENR Common Stock on 11/7/2014 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.