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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Phantom Stk Units in Deferred Compensation Plan CM | $ 0 | 02/01/2005(2) | D | 17,422 | (2) | (2) | Energizer Holdings, Inc. Common Stock | 17,422 | $ 50.779 (2) | 0 | D | ||||
Phantom Stock Units in Deferred Compensation Plan | $ 0 | 02/01/2005(2) | D | 104,623 | (2) | (2) | Energizer Holdings, Inc. Common Stock | 104,623 | $ 50.779 (2) | 0 | D | ||||
Phantom Stock Units in Executive Savings Investment Plan | $ 0 | 02/01/2005(2) | D | 98,801 | (2) | (2) | Energizer Holdings, Inc. Common Stock | 98,801 | $ 58.22 (2) | 0 | D | ||||
Non-Qualified Stock Option 5/08/00 | $ 17 | 05/08/2001 | 05/07/2010 | Energizer Holdings, Inc. Common Stock | 500,000 | 500,000 | D | ||||||||
Restricted Stock Equivalent 1/25/05 (3) | $ 0 | (4) | (4) | Energizer Holdings, Inc. Common Stock | 10,000 | 10,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MULCAHY J PATRICK ENERGIZER HOLDINGS, INC. 533 MARYVILLE UNIVERSITY DRIVE ST. LOUIS, MO 63141 |
X |
J. PATRICK MULCAHY | 02/02/2005 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | 130,000 Restricted Stock Equivalents converted into the same number of shares of Energizer Common Stock upon Reporting Person's retirement as an officer, and converted shares were issued to him. |
(2) | Phantom stock units were paid out in cash following termination of Reporting Person's employment with Energizer Holdings, Inc., in accordance with the terms of the benefit plans involved. |
(3) | The grant of restricted stock equivalents was issued as consideration for Reporting Person's covenant not to compete with the issuer for a period of 5 years following his retirement as chief executive officer. The award will vest and convert into shares of Energizer Common Stock on January 25, 2010, but will be forfeited if, prior to that date, the Reporting Person engages in conduct which is in violation of the covenant not to compete. The award will, however, immediately vest upon the death or disability of the Reporting Person, and upon a change in control of the issuer. |
(4) | Restricted Stock Equivalent will vest and convert into Energizer Holdings, Inc. common stock on January 25, 2010. |