Sec Form 3 Filing - Ringel Karen L @ FUEL TECH, INC. - 2013-01-25

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Ringel Karen L
2. Issuer Name and Ticker or Trading Symbol
FUEL TECH, INC. [ FTEK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President
(Last) (First) (Middle)
C/O FUEL TECH, 27601 BELLA VISTA PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
01/25/2013
(Street)
WARRENVILLE, IL60555
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 856 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
Common Stock $ 10.2 05/20/2009 05/20/2019 Common Stock 5,000 D
Restricted Stock Units ( 2 ) ( 1 ) ( 1 ) Common Stock 1,250 D
Restricted Stock Units ( 2 ) ( 3 ) ( 3 ) Common Stock 536 D
Restricted Stock Units ( 2 ) ( 3 ) ( 3 ) Common Stock 4,039 D
Restricted Stock Units ( 2 ) ( 4 ) ( 4 ) Common Stock 5,500 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ringel Karen L
C/O FUEL TECH
27601 BELLA VISTA PARKWAY
WARRENVILLE, IL60555
Vice President
Signatures
Karen L Ringel 01/25/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On December 21, 2010, the reporting person was granted 2,500 RSUs, of which fifty percent (50%) of the shares subject to the RSUs vested on December 21, 2012. The remaining Common Stock into which such vested RSUs converted and is owned by the reporting person is reported in Table I. The remaining unvested RSUs will continue to vest as follows: 625 RSUs will vest on December 21, 2013, and 625 RSUs will vest on December 21, 2014.
( 2 )Each restricted stock unit is the economic equivalent of one share of Fuel Tech, Inc. Common Stock.
( 3 )The Restricted Stock Units vest in one installment on the second anniversary of the June 29, 2011 grant date. Generally, shares will be delivered to the reporting person in respect of vested RSUs as soon as practicable after the vesting date, unless the reporting person has elected to defer distribution until a later date.
( 4 )The Restricted Stock Units vest in three installments from the RSU grant date of March 16, 2012 ("Grant Date"): (i) one-third of the total RSUs awarded shall vest thirteen (13) months after the RSU Grant Date, (ii) one-third shall vest on the second anniversary of the RSU Grant Date, and (iii) the remaining one-third shall vest on the third anniversary of the RSU Grant Date. Generally, shares will be delivered to the reporting person in respect of vested RSUs as soon as practicable after each vesting date, unless the reporting person has elected to defer distribution until a later date.

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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