SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Day Michael D

(Last) (First) (Middle)
C/O PATRIOT COAL CORPORATION,
12312 OLIVE BOULEVARD, SUITE 400

(Street)
ST. LOUIS MO 63141

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2013
3. Issuer Name and Ticker or Trading Symbol
Patriot Coal CORP [ OTC: PCXCQ ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP - Operations
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 85,121 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit - Performance (1) (1) Common Stock 6,312 $0.00 D
Non-Qualified Stock Option (right to buy) (2) (2) Common Stock 10,338 $59.42 D
Restricted Stock Unit - Time (3) (3) Common Stock 4,208 $0.00 D
Restricted Stock Unit - Time (4) (4) Common Stock 4,208 $0.00 D
Explanation of Responses:
1. On November 1, 2007, the reporting person received an award of 6,312 restricted stock units (the "RSUs") under the Company's 2007 Long-Term Equity Incentive Plan (the "Plan"). The vesting of these RSUs will be based upon a performance formula described in the award agreement, the results of which are calculated on the December 31 following the fifth, sixth and seventh anniversaries of October 31, 2007 (the "Spin-Off Date"). All unvested RSUs will be forfeited if the reporting person terminates employment with the Company.
2. On July 23, 2008, the reporting person received an award of non-qualified stock options under the Plan. 10,338 stock options will be 50% exercisable on the fifth anniversary of the Spin-Off Date, 75% exercisable on the sixth anniversary of the Spin-Off Date and 100% exercisable on the seventh anniversary of the Spin-Off Date, or earlier if the reporting person terminates employment with the Company because of death or disability, or if a change in control occurs. The non-qualified stock options that the reporting person received on July 23, 2008 expire on November 1, 2017.
3. On July 23, 2008, the reporting person received an award of RSUs under the Plan. 4,208 RSUs will vest over time, and will be 50% vested on the fifth anniversary of the Spin-Off Date, 75% vested on the sixth anniversary of the Spin-Off Date and 100% vested on the seventh anniversary of the Spin-Off Date, or earlier if the reporting person terminates employment with the Company because of death or disability, or if a change in control occurs. All unvested RSUs will be forfeited if the reporting person terminates employment with the Company for any other reason.
4. On December 15, 2008, the reporting person received an award of RSUs under the Plan. 4,208 RSUs will fully vest on the fourth anniversary of the grant date, or earlier if the reporting person terminates employment with the Company because of death or disability, or if a change in control occurs. All unvested RSUs will be forfeited if the reporting person terminates employment with the Company for any other reason.
Remarks:
/s/ Jacquelyn A. Jones, Attorney-In-Fact for Michael D. Day 02/11/2013
** Signature of Reporting Person 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 5 (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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