SEC Info - Woltz H O III - ‘5/A’ for 9/27/14 re: Insteel Industries Inc.

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

WOLTZ H O III

(Last)

(First)

(Middle)

1373 BOGGS DRIVE

(Street)

MOUNT AIRY

27030

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INSTEEL INDUSTRIES INC [ IIIN ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman, President and CEO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
9/27/14

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/1/14

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	3/6/14		G5	250	D	$0	545,518	D
Common Stock ⁽¹⁾	5/7/14		W5	31,005	A	$0	545,518	D
Common Stock	8/13/14		G5	80	D	$0	545,518	D
Common Stock	9/18/14		G5	2,100	D	$0	545,518	D
Common Stock ⁽¹⁾ ⁽³⁾	5/7/14		W5	2,841	A	$0	177,822	I	Co-trustee of trusts for the benefit of children of H. O. Woltz III and Edwin M Woltz
Common Stock ⁽¹⁾	5/7/14		W5	8,513	D	$0	0	I	co-executor of Howard O. Woltz, Jr. Estate
Common Stock ⁽³⁾	9/12/14		G5	3,910	D	$0	81,222	I	co-trustee of Woltz Foundation
Common Stock ⁽³⁾							130,452	I	Co-trustee of trusts created by estate of Howard O. Woltz Jr.
Common Stock (Restricted Stock Units)							59,157	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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock (Right to Buy)	$20.5						⁽²⁾	8/12/24	Common Stock	21,216		21,216	D
Common Stock (Right to Buy)	$19.08						⁽²⁾	2/12/24	Common Stock	21,645		21,645	D
Stock Option (Right to Buy)	$10.23						⁽²⁾	8/21/22	Common Stock	21,978		21,978	D
Stock Option (Right to Buy)	$13.06						⁽²⁾	2/21/22	Common Stock	16,501		16,501	D
Stock Option (Right to Buy)	$10.72						⁽²⁾	8/8/21	Common Stock	10,309		10,309	D
Stock Option (Right to Buy)	$12.43						⁽²⁾	2/8/21	Common Stock	8,532		8,532	D
Stock Option (Right to Buy)	$17.22						⁽²⁾	8/12/23	Common Stock	21,583		21,583	D
Stock Option (Right to Buy)	$16.45						⁽²⁾	2/12/23	Common Stock	20,921		20,921	D
Stock Option (Right to Buy)	$16.69						⁽²⁾	8/19/18	Common Stock	15,957		15,957	D
Stock Option (Right to Buy)	$17.11						⁽²⁾	2/13/17	Common Stock	14,395		14,395	D
Stock Option (Right to Buy)	$20.27						⁽²⁾	8/13/17	Common Stock	11,878		11,878	D
Stock Option (Right to Buy)	$20.26						⁽²⁾	8/14/16	Common Stock	6,369		6,369	D
Stock Option (Right to Buy)	$15.64						⁽²⁾	2/14/16	Common Stock	9,144		9,144	D

Explanation of Responses:

(1) This amended form 5 includes distributions from the Estate of Howard O. Woltz, Jr.

(2) Options vest 1/3 annually beginning one year from grant date.

(3) The reporting person previously reported in the aggregate all shares which were deemed indirectly owned by the reporting person as the co-trustee of family trusts. This form reports separately these shares which are deemed indirectly owned by the reporting person as the co-trustee of family trusts. Additionally, the reporting person previously reported 21,222 shares indirectly owned by the reporting person through a custodial account for a minor child. These 21,222 shares now are included above in the 177,822 shares reported as indirectly owned by the reporting person as the co-trustee of trusts for the benefit of his children and the children of Edwin M. Woltz.

Remarks:

	James F. Petelle for H. O. Woltz III	10/30/14
	** 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.

____________ Transaction Codes:
G	Bona fide gift.
W	Acquisition or disposition by will or the laws of descent and distribution.

Woltz H O III – ‘5/A’ for 9/27/14 re: Insteel Industries Inc.

On: Thursday, 10/30/14, at 9:35am ET · For: 9/27/14 · As: Director and Officer · Accession #: 1140361-14-39467 · File #: 1-09929

Previous ‘5’: ‘5’ on 10/1/14 for 3/6/14 · Next: ‘5’ on 10/9/18 for 8/21/18 · Latest: ‘5’ on 10/29/21 for 8/27/21

Amendment to Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34
Filing Table of Contents

This ‘5/A’ Document is an XML Data File that may be rendered in various formats:

Woltz H O III – ‘5/A’ for 9/27/14 re: Insteel Industries Inc.

On: Thursday, 10/30/14, at 9:35am ET · For: 9/27/14 · As: Director and Officer · Accession #: 1140361-14-39467 · File #: 1-09929

Previous ‘5’: ‘5’ on 10/1/14 for 3/6/14 · Next: ‘5’ on 10/9/18 for 8/21/18 · Latest: ‘5’ on 10/29/21 for 8/27/21

Amendment to Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34Filing Table of Contents

This ‘5/A’ Document is an XML Data File that may be rendered in various formats:

Amendment to Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34
Filing Table of Contents