Sec Form 4 Filing - TDK CORP @ IMATION CORP - 2015-10-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
TDK CORP
2. Issuer Name and Ticker or Trading Symbol
IMATION CORP [ IMN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
3-9-1 SHIBAURA,
3. Date of Earliest Transaction (MM/DD/YY)
10/29/2015
(Street)
MINATO-KU, TOKYO, M0108-0023
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/29/2015 S 6,675,764 ( 1 ) D 915,000 D
Common Stock 10/29/2015 S 660,946 D 0 I Shares held by wholly owned subsidiary ( 3 )
Common Stock 10/29/2015 S 1,941,167 D 0 I Shares held by wholly owned subsidiary ( 4 )
Common Stock 10/29/2015 S 63,757 D 0 I Shares held by wholly owned subsidiary ( 5 )
Common Stock 10/29/2015 S 112,504 D 0 I Shares held by wholly owned subsidiary ( 6 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title an d Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TDK CORP
3-9-1 SHIBAURA
MINATO-KU, TOKYO, M0108-0023
X
TDK USA CORP
455 RXR PLAZA
UNIONDALE, NY11556
X
TDK Europe S.A.
20, RUE DE L'INDUSTRIE, L-8399 WINDHOF
GRAND DUCHY OF LUXEMBOURG, N4
X
TDK Hong Kong CO LTD
1/F, SAE TECHNOLOGY CENTER
6 SCIENCE PARK EAST AVE
SHANTIN N.T, K3
X
TDK Singapore (Pte) Ltd
11 NORTH BUONA VISTA DRIVE
#13-08 THE METROPOLIS TOWER 2
SINGAPORE, U0138589
X
Signatures
/s/ Takehiro Kamigama, President & CEO, TDK Corporation 10/30/2015
Signature of Reporting Person Date
s/ Francis J. Sweeney Jr., President & CEO, TDK U.S.A. Corporation 10/30/2015
Signature of Reporting Person Date
/s/ Tetsuji Yamanishi, President, TDK Europe S.A. 10/30/2015
Signature of Reporting Person Date
/s/ Motoi Kumagai, President & CEO, TDK Hongkong Company Limited 10/30/2015
Signature of Reporting Person Date
/s/ Kiyoshi Takimura, TDK SINGAPORE (PRIVATE) LIMITED 10/30/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The number shares of common stock reported in this line includes shares received via transfers from wholly owned subsidiaries prior to and in contemplation of such disposal, as detailed in the lines below.
( 2 )The dispositions reported herein were performed in exchange for the Issuer's performance of certain obligations, as set forth in the Agreement (the "Agreement"), dated as of September 28, 2015, by and between the Issuer and TDK Corporation ("TDK"), which was filed with the Securities and Exchange Commission on September 30, 2015 as Exhibit 4 to the Company's Amendment No. 2 to the Reporting Persons' Schedule 13D with respect to the common stock of the Issuer.
( 3 )The shares of common stock reported on this line were directly beneficially owned by TDK U.S.A. Corporation, a wholly owned subsidiary of TDK. TDK U.S.A. Corporation transferred such shares to TDK prior to the date reported on this line. TDK subsequently disposed of such shares to the Issuer on the date reported on this line.
( 4 )The shares of common stock reported on this line were directly beneficially owned by TDK Europe S.A., a wholly owned subsidiary of TDK. TDK Europe S.A. transferred such shares to TDK prior to the date reported on this line. TDK subsequently disposed of such shares to the Issuer on the date reported on this line.
( 5 )The shares of common stock reported on this line were directly beneficially owned by TDK Hongkong Company Limited, a wholly owned subsidiary of TDK. TDK Hongkong Company Limited transferred such shares to TDK prior to the date reported on this line. TDK subsequently disposed of such shares to the Issuer on the date reported on this line.
( 6 )The shares of common stock reported on this line were directly beneficially owned by TDK Singapore (Private) Limited, a wholly owned subsidiary of TDK. TDK Singapore (Private) Limited transferred such shares to TDK prior to the date reported on this line. TDK subsequently disposed of such shares to the Issuer on the date reported on this line.

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