SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Henderson Frederick A.

(Last) (First) (Middle)
1011 WARRENVILLE ROAD
SUITE 600

(Street)
LISLE IL 60532

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SunCoke Energy, Inc. [ SXC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman, CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
03/16/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
03/18/2016
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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Performance Options (02.17.2016)(1) $6.03 03/16/2016 A 90,925 02/17/2017 02/17/2026 Common Stock 90,925 $0 90,925 D
Explanation of Responses:
1. This amendment is being filed to correct the previously reported exercise price for the performance options granted to reporting person. The correct exercise price is $6.03/share. Performance stock options (rights to buy) SunCoke Energy, Inc. common stock, granted March 16, 2016, pursuant to the SunCoke Energy, Inc. Long-Term Performance Enhancement Plan in a transaction exempt under Rule 16b-3. These options vest in equal installments on the following vesting dates: February 17, 2017, February 17, 2018 and February 17, 2019 (subject to the reporting person's continued employment through each applicable vesting date) and, to the extent vested, become exercisable only on and after the first trading day following the trading day on which the closing price of SunCoke Energy, Inc. common stock equals or exceeds $9.50/share for any 15 trading days during the three-year period beginning on the grant date. Once exercisable, these performance options will have an exercise (or "strike") price of $6.03/share.
/s/ Rita M. Slager, attorney-in-fact 04/19/2016
** 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 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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