Sec Form 4 Filing - RADEMACHER MICHAEL L @ POLYONE CORP - 2012-03-01

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
RADEMACHER MICHAEL L
2. Issuer Name and Ticker or Trading Symbol
POLYONE CORP [ POL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, President of Distribution
(Last) (First) (Middle)
POLYONE CENTER, 33587 WALKER ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2012
(Street)
AVON LAKE, OH44012
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 03/01/2012 M 48,217 A $ 12.22 104,208.164 ( 1 ) D
Common Stock 03/01/2012 S 48,217 D $ 13.466 ( 2 ) 55,991.164 D
Common Stock 03/01/2012 M 1,283 A $ 12.22 57,274.164 D
Common Stock 03/01/2012 S 1,283 D $ 13.466 ( 2 ) 55,991.164 D
Common Stock 19,868 I Savings Plan Trust ( 3 )
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 and 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
Incentive Stock Option (right to buy) $ 12.22 03/01/2012 M 1,283 03/26/2005 03/26/2012 Common Stock 1,283 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 12.22 03/01/2012 M 48,217 03/26/2005 03/26/2012 Common Stock 48,217 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RADEMACHER MICHAEL L
POLYONE CENTER
33587 WALKER ROAD
AVON LAKE, OH44012
SVP, President of Distribution
Signatures
By: Lisa K. Kunkle, Power of Attorney For: Michael L. Rademacher 03/05/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes a total of 107.164158 shares acquired pursuant to dividend reinvestment since Mr. Rademacher's last Form 4 was filed.
( 2 )The purchase price is a weighted average for the purchase transactions. The purchase prices range from a low of $13.43 per share to a high of $13.55 per share. Full information regarding the number of shares purchased at each separate price is available upon request by the Commission staff, PolyOne Corporation, or a security holder of PolyOne Corporation.
( 3 )The information in this report is based on a PolyOne Retirement Savings Plan statement as of March 1, 2012. PolyOne common shares are held in a unitized fund that consists of stock and cash. The number of shares and the amount of cash may fluctuate daily depending on plan level activity in the fund. Even though no transaction has occured, this fluctuation may result in an increase or decrease in the number of shares held since the last report filed by the reporting person.

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.