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Ownership Document |
Schema Version: X0306 |
Document Type: 4 |
Period of Report: 11/21/16 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1530950 |
| Issuer Name: Post Holdings, Inc. |
| Issuer Trading Symbol: POST |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1052058 |
| | Owner Name: STIRITZ WILLIAM P |
| Reporting Owner Address: |
| | Owner Street 1: C/O POST HOLDINGS, INC. |
| | Owner Street 2: 2503 S. HANLEY ROAD |
| | Owner City: ST. LOUIS |
| | Owner State: MO |
| | Owner ZIP Code: 63144 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/21/16 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 300,000 |
| | | Transaction Price Per Share: |
| Value: 31.25 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,381,996 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/21/16 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 100,000 |
| | | Transaction Price Per Share: |
| Value: 75.6818 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 250,073 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Spouse |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/21/16 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 10,000 |
| | | Transaction Price Per Share: |
| Value: 74.4755 |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 30,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Daughter |
| Footnote ID: F4 |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/21/16 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 10,000 |
| | | Transaction Price Per Share: |
| Value: 74.4451 |
| Footnote ID: F5 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 33,091 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Son |
| Footnote ID: F4 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 199,735 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Trust |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Employee Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 31.25 |
| | Transaction Date: |
| | | Value: 11/21/16 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 300,000 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Value: 5/29/22 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 300,000.0 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,050,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: The Reporting Person exercised stock options to purchase 300,000 shares of the Issuer's common stock in a transaction exempt under Rule 16b-3. There were no sales of the Issuer's common stock by the Reporting Person in connection with this transaction. |
| Footnote - F2: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.08 to $77.41 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| Footnote - F3: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.24 to $75.72 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| Footnote - F4: Adult child that does not reside in the Report Person's household in which the Reporting Person has shared investment powers. |
| Footnote - F5: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.16 to $75.87 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| Footnote - F6: The option to purchase 1,550,000 shares of common stock was awarded under the Post Holdings, Inc. 2012 Long-Term Incentive Plan in a transaction exempt under Rule 16b-3 and vested in equal increments over three years. |
Remarks: |
Owner Signature: |
| Signature Name: /s/ Diedre J. Gray, Attorney-in-Fact |
| Signature Date: 11/23/16 |