Larry Newton Brownlee Form 4 Neenah Paper / Larry Newton Brownlee 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^*

Brownlee Larry Newton

(Last) (First) (Middle)

3460 PRESTON RIDGE ROAD

SUITE 600

(Street)

ALPHARETTA GA 30005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Neenah Paper Inc [ NP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP & Controller

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2016

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								19,221	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
Performance Share Unit	(2)							12/31/2017	(3)	Common Stock	1,180		1,180	D
Performance Share Unit	(2)							12/31/2016	(3)	Common Stock	2,870		2,870	D
Performance Share Unit	(2)							12/31/2018	(3)	Common Stock	1,212		1,212	D
Stock Appreciation Right	$57.95							(4)	01/25/2026	Common Stock	2,228		2,228	D
Stock Appreciation Right	$59.72							(1)	01/26/2025	Common Stock	1,870		1,870	D
Stock Appreciation Right	$42.82							(5)	01/27/2024	Common Stock	1,910		1,910	D
Stock Appreciation Right	$31.23							(6)	01/28/2023	Common Stock	2,600		2,600	D
Stock Appreciation Right	$24.09							(7)	01/24/2022	Common Stock	2,400		2,400	D
Stock Appreciation Rights	$19.25							(8)	01/27/2021	Common Stock	1,001		1,001	D
Stock Appreciation Rights	$13.38							(9)	01/27/2020	Common Stock	1,500		1,500	D
Stock Appreciation Rights	$8.99							(10)	07/28/2019	Common Stock	3,067		3,067	D
Performance Share Units	$7.41							(11)	01/28/2019	Common Stock	3,067		3,067	D

Explanation of Responses:

1. The stock appreciation rights vest in increments of one third on 01/27/2016, 01/27/2017, and 01/27/2018.

2. The units are convertible to common stock on a one-for-one basis.

3. The units do not have an expiration date.

4. The stock appreciation rights vest in increments of one third on 01/26/2017, 01/26/2018, and 01/27/2019.

5. The stock appreciation rights vest in increments of one third on 01/28/2015, 01/25/2016, and 01/28/2017.

6. The stock appreciation rights vest fully on 1/29/16.

7. The stock appreciation rights vested fully on 1/25/15.

8. The stock appreciation rights vested fully on 1/28/14.

9. The stock appreciation rights vested fully on 1/28/13.

10. The stock appreciation rights vested fully on 7/29/12.

11. The stock appreciation rights vest fully on 1/29/12.

	/Steven S. Heinrichs/ by power of attorney	01/28/2016
	** 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).
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