Century Aluminum (CENX) Form 4 CENTURY ALUMINUM / Jesse E Gary 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^*

Gary Jesse E

(Last) (First) (Middle)

C/O CENTURY ALUMINUM COMPANY

ONE SOUTH WACKER DRIVE, SUITE 1000

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CENTURY ALUMINUM CO [ CENX ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2021

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	12/31/2021		F		25,131(1)	D	$16.56	307,601(2)	D
Common Stock	12/31/2021		A		122,033(3)	A	$0	429,634(2)	D
Common Stock	12/31/2021		F		54,061(4)	D	$16.56	375,573(2)	D
Common Stock	01/01/2022		A		42,548(5)	A	$0	418,121(6)	D
Common Stock								64,400(7)	I	By Trust

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

Explanation of Responses:

1. Reports shares withheld by the Issuer to satisfy tax obligations in connection with the vesting of time vesting share units granted to the Reporting Person.

2. Includes unvested time vesting share units granted to the Reporting Person pursuant to Issuer's 2020-2022 and 2021-2023 Long-Term Incentive Plans under Rule 16b-3(d).

3. Represents shares of common stock acquired by the Reporting Person upon the vesting of performance share units granted in connection with the Issuer's 2019-2021 Long-Term Incentive Plan under Rule 16b-3(d).

4. Reports shares withheld by the Issuer to satisfy tax obligations in connection with the vesting of performance share units granted to the Reporting Person.

5. Represents time vesting share units granted to the Reporting Person in connection with the Issuer's 2022-2024 Long-Term Incentive Plan under Rule 16b-3(d), all of which will vest in the ordinary course on the last day of the Plan Period, December 31, 2024.

6. Includes unvested time vesting share units granted to the Reporting Person pursuant to Issuer's 2020-2022, 2021-2023 and 2022-2024 Long-Term Incentive Plans under Rule 16b-3(d).

7. Represents shares transferred by the Reporting Person to a self-settled, revocable trust for estate planning purposes. The Reporting Person serves as the trustee of the trust.

Remarks:

	/s/ John DeZee, Attorney-in-Fact for Jesse E. Gary	01/04/2022
	** 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).
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.