Sec Form 4 Filing - Frankiewicz Rebecca @ ENERGIZER HOLDINGS, INC. - 2020-12-31

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
Frankiewicz Rebecca
2. Issuer Name and Ticker or Trading Symbol
ENERGIZER HOLDINGS, INC. [ ENR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
ENERGIZER, 533 MARYVILLE UNIVERSITY DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2020
(Street)
ST. LOUIS, MO63141
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
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
Phantom Stock Units in Deferred Compensation $ 0 12/31/2020 A 593 ( 1 ) ( 2 ) ( 2 ) Common Stock 593 $ 42.18 2,309 D
Restricted Stock Unit Award 1/4/2021 ( 3 ) 01/04/2021 A 3,433 ( 4 ) ( 4 ) Common Stock 3,433 ( 3 ) 3,433 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Frankiewicz Rebecca
ENERGIZER
533 MARYVILLE UNIVERSITY DRIVE
ST. LOUIS, MO63141
X
Signatures
By: Melissa A. Nazzoli Attorney in Fact For: Rebecca Frankiewicz 01/05/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Deferral of annual retainer credited to the Reporting Person's balance in the Energizer Stock Equivalent Fund of the Company's Deferred Compensation Plan in the form of additional Phantom Stock Units, each of which is the economic equivalent of one share of common stock.
( 2 )Phantom Stock Units are payable in shares of common stock upon the termination of the Reporting Person's service on the Company's Board of Directors.
( 3 )Restricted stock units convert into common stock on a one-for-one basis.
( 4 )Annual Restricted Stock Unit (RSU) Award valued at $145,000 vests and converts into shares one year from date of grant unless Reporting Person elects to defer conversion until retirement. All RSUs vest and convert upon death, termination of service on the Board and Change of Control.

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).

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