Susan M. Kelliher Form 4 ALBEMARLE / Susan M. Kelliher ownership change

SEC Form 4

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^*

Kelliher Susan M.

(Last) (First) (Middle)

ALBEMARLE CORPORATION

451 FLORIDA STREET

(Street)

BATON ROUGE LA 70801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALBEMARLE CORP [ ALB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP - Human Resources

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 Stock								228	I	Albemarle Savings Plan(1)
Common Stock	02/26/2016		M		2,037(2)	A	$0	6,850	D
Common Stock	02/26/2016		F		650(2)	D	$56.56	6,200	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Restricted Stock Unit	(3)	02/26/2016		A		4,073		(2)	(4)	Common Stock	4,073	$0	4,073	D
Restricted Stock Unit	(3)	02/26/2016		M			2,037	(2)	(4)	Common Stock	2,037	$0	2,036	D
Stock Option	$56.56	02/26/2016		A		7,784		02/26/2019	02/26/2026	Common Stock	7,784	$0	7,784	D
Restricted Stock Unit	(3)	02/26/2016		A		2,212		(5)	(4)	Common Stock	2,212	$0	2,212	D

Explanation of Responses:

1. Portion of share increase due to periodic purchases by Albemarle Savings Plan trustee.

2. Performance-based Restricted Stock Units granted on 2/24/2014, with the actual issuance of such Restricted Stock Units subject to Compensation Committee certification upon the achievement of specified performance objectives. Restricted Stock Units vest over a 2 year period. 50% vested on 2/26/2016 and 50% vest on 1/1/2017. Shares withheld to meet tax liabilities associated with such vested Restricted Stock Units.

3. Each Restricted Stock Unit converts to 1 share of Common Stock.

4. No expiration date.

5. One-half of the award amount earned will vest on 2/26/2019 and the remaining half will vest on 2/26/2020.

	Steven L. Bray, Attorney-in-fact	03/01/2016
	** 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).
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