Solutia Inc., a global leader in performance materials and speciality chemicals, has announced that Jeffry N. Quinn, the company“s chairman, president and chief executive officer, has entered into a …
Solutia Inc., a global leader in performance materials and speciality chemicals, has announced that Jeffry N. Quinn, the company“s chairman, president and chief executive officer, has entered into a variable forward sale contract and a prearranged Rule 10b5-1 stock trading plan, allowing him to sell company stock in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934 and company policies regarding stock transactions. Quinn entered into these arrangements for personal financial management purposes. Quinn“s Rule 10b5-1 Plan provides for the sale of up to 225,000 shares on the open market at prevailing market prices and subject to minimum price thresholds specified in his Plan. Sales pursuant to the Plan are expected to begin as early as 11 July 2011 and will end no later than 31 December 2012. Under the terms of the variable forward sale contract, Quinn will deliver up to 95,000 shares of the company“s common stock (or an agreed upon amount of cash) on 7 June 2013, the settlement date of the contract. Quinn received a cash payment in the amount of USD 1,662,396 in exchange for assuming this obligation. Quinn pledged 95,000 shares of the company“s common stock to secure his obligation under the contract, but retained voting rights to the pledged shares until the settlement date. The number of shares Quinn will deliver at the settlement date of the contract is subject to determination based on the Settlement Price, Floor Price and Threshold Price as defined under the contract, with the number not to exceed 95,000 shares. The sale of shares in accordance with the above agreements will not diminish Quinn“s ownership, as it is balanced by stock that will become vested over the term of the above agreements. Additionally, James M. Sullivan, executive vice president and chief financial officer, and James R. Voss, executive vice president and chief operating officer, have also entered into Rule 10b5-1 Plans. Sullivan“s Plan provides for the sale of up to 50,000 shares on the open market at prevailing market prices and subject to minimum price thresholds specified in his Plan. Sales pursuant to the Plan are expected to begin as early as 8 July 2011 and will end no later than 15 May 2012. Voss“ Plan provides for the sale of up to 70,000 shares on the open market at prevailing market prices and subject to minimum price thresholds specified in his Plan. Sales pursuant to the Plan are expected to begin as early as 8 July 2011 and will end no later than 5 June 2012. Both Plans may terminate sooner in accordance with their terms. Quinn, Sullivan and Voss will continue to be subject to the company“s executive stock ownership guidelines, under which Quinn is expected to own five times, and Sullivan and Voss are expected to own 3.5 times of their base salary in Solutia stock. Under Rule 10b5-1, directors, officers and other employees who are not in possession of material non-public information may adopt a prearranged plan for the sale of company securities under specified conditions and at specified times. Using these 10b5-1 plans, individuals may gradually diversify their investment portfolio, spread stock trades over an extended period of time to avoid market impact and avoid concerns about transactions occurring at a time when they might possess material non-public information.