| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/07/2017 | 3. Issuer Name and Ticker or Trading Symbol RENTECH, INC. [ RTK ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 6,638 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Option for Common Stock | (1) | 12/14/2025 | Common Stock | 20,000 | 3.03 | D | |
| Performance Stock Units | (2) | 12/14/2018 | Common Stock | 5,163 | 0 | D | |
| Restricted Stock Units | (3) | 12/14/2019 | Common Stock | 15,000 | 0 | D | |
| Explanation of Responses: |
| 1. 1. The option vests in three equal installments of common stock on the first, second and third anniversaries of the grant date (December 14, 2015). |
| 2. The reporting person is entitled to earn a number of performance stock units ("PSUs") based on the issuer's total shareholder return ("TSR") as measured on the third anniversary of December 14, 2014 (the "Vesting Start Date"). The number of PSUs set forth in the table represents the target number of PSUs that may be earned (the "Target PSUs"). A minimum TSR increase of 50% is required for any PSUs to be earned. Subject to the reporting person's continued service, the reporting person may earn 50% - 200% of the Target PSUs for a TSR increase of 50% - 200% on the third anniversary of the Vesting Start Date. Any PSUs that are not earned on the third anniversary may vest on the fourth anniversary based on the increase in the TSR over the full four-year period. Upon any vesting, each PSU that has been earned is settled for one share of common stock. |
| 3. Each restricted stock unit granted represents a contingent right to receive one share of common stock. One-third of the restricted stock units will vest on each of the first three anniversaries of December 14, 2016. |
| Remarks: |
| /s/Nicole Powe | 07/20/2017 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
