Sec Form 4 Filing - DYER TERRANCE M @ Verso Corp - 2021-12-29

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
DYER TERRANCE M
2. Issuer Name and Ticker or Trading Symbol
Verso Corp [ VRS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP - HR & Comm
(Last) (First) (Middle)
8540 GANDER CREEK DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
12/29/2021
(Street)
MIAMISBURG, OH45342
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 12/29/2021 A 67.39( 1 ) A $ 0 20,884.42 D
Common Stock 12/29/2021 F 2,049( 2 ) D $ 26.95 18,834.83( 3 ) 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 (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
Reporting Ow ners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DYER TERRANCE M
8540 GANDER CREEK DRIVE
MIAMISBURG, OH45342
SVP - HR & Comm
Signatures
/s/ Brian J. Russell, as Attorney-in-Fact 01/03/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists of 67.39 stock units credited to the Reporting Person in the form of dividend equivalent units on stock units previously granted to the Reporting Person. These stock units will vest and become payable on the same terms as the original stock units to which they relate. Each stock unit represents the right, subject to vesting, to receive one share of common stock.
( 2 )The reporting person surrendered to Verso Corporation 2,049 shares of common stock to satisfy applicable tax withholding arising from the vesting of 7,353 stock units, with a .59 fractional unit surrendered in connection with such vesting. As disclosed in Verso Corporation's Form 8-K filed on December 21, 2021, on December 19, 2021, Verso Corporation's Board of Directors (the "Board") approved, pursuant to the recommendation of the compensation committee of the Board, acceleration of the vesting of the Reporting Person's stock units scheduled to vest on or before March 31, 2022, so that such stock units vested on December 29, 2021, subject to recoupment or clawback (in whole or in part) under certain specified circumstances.
( 3 )Consists of: (i) 7,957 shares of common stock; (ii) 4,178.94 stock units vesting on January 1, 2023; and (ii) 6,698.89 stock units vesting in two substantially equal annual installments beginning on January 1, 2023.

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.