Sec Form 4 Filing - Knowles David B @ MYERS INDUSTRIES INC - 2013-03-01

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
Knowles David B
2. Issuer Name and Ticker or Trading Symbol
MYERS INDUSTRIES INC [ MYE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive VP and COO
(Last) (First) (Middle)
1293 SOUTH MAIN STREET
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2013
(Street)
AKRON, OH44301
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 1,000 D
Restricted Stock Award 123,200 ( 1 ) 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
Stock Options $ 14.77 03/01/2013 A 38,000 ( 2 ) 03/01/2023 Common Stock 38,000 $ 0 38,000 D
Restricted Stock Units ( 3 ) 03/01/2013 A 13,700 ( 3 ) ( 3 ) Common Stock 13,700 $ 0 13,700 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Knowles David B
1293 SOUTH MAIN STREET
AKRON, OH44301
Executive VP and COO
Signatures
/s/ Megan L. Mehalko pursuant to POA dated 6/25/09 and filed 6/29/09 03/05/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The forfeiture provisions with respect to 19,100, 16,800, and 12,300 of these Restricted Stock Awards lapse in 2013, 2014 and 2015, respectively, if David Knowles is still employed by Myers Industries, Inc. on the anniversary date of the respective grants in those years. The forfeiture provisions with respect to 75,000 Restricted Stock Awards lapse on December 31, 2015 if David Knowles is still employed by Myers Industries, Inc. on that date and the stock price on that date exceeds the stock price on the date of grant.
( 2 )The option grant vests ratably in three annual installments on the anniversary date of the grant.
( 3 )A Restricted Stock Unit is the grant of the right to receive an amount equal to the fair market value of a share on the date that payment is made with respect to the Restricted Stock Unit. The Restricted Stock Units vest in three equal installments on each of the first three anniversaries of the date of the grant.

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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