FORM 4
[ X ] 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 OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: February 28, 2011
Estimated average burden
hours per response... 0.5
                      
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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hayford Warren J. 		2. Issuer Name and Ticker or Trading Symbol

BWAY Holding CO [ BWY ] 		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)

C/O BWAY HOLDING COMPANY, 8607 ROBERTS DRIVE, SUITE 250 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/9/2009
(Street)

ATLANTA, GA 30350
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   6/16/2010     D (5)   V 18621.5   D $20.00   0   D    
Common Stock   12/9/2009     G   V 19669   D $0   569213   I   By Trust   (4)
Common Stock   5/24/2010     G   V 434848   D $0   163365   I   By Trust   (4)
Common Stock   6/16/2010     D (5)   V 163365   D $20.00   0   I   By Trust   (1)
Common Stock   6/16/2010     D (5)   V 175949   D $20.00   0   I   By Trust   (2)
Common Stock   6/16/2010     D (4) (5)   V 347636   D $20.00   0   I   By GRATs   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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 Option (right to buy)   $2.96   6/16/2010     D     V    754074    2/7/2003   1/28/2012   Common Stock   754074   $17.04   (6) 0   D    

Explanation of Responses:
( 1)  Shares were held by the Warren J. Hayford Declaration of Trust. The reporting person is the beneficial owner of the shares.
( 2)  Shares were held by the Hayford Family Trust. The reporting person is the beneficial owner of the shares.
( 3)  Of the shares disposed of, 47,636 shares were held by the 2009 Hayford Children's Annuity Trust and 300,000 shares were held by the 2009A Hayford Children's Annuity Trust. The annuity trusts are each a grantor retained annuity trust ("GRAT") from which the reporting person receives annual annuity payments (the reporting person is the settlor and the trustee of each GRAT). The reporting person disclaims beneficial ownership of the shares held by the GRATs, except to the extent of his pecuniary interest therein. The 76,636 shares previously reported as held by the 2009 Hayford Children's Annuity Trust were reduced by 29,000 shares that were transferred to the Warren J. Hayford Declaration of Trust.
( 4)  Shares are held by the Warren J. Hayford Declaration of Trust. The reporting person is the beneficial owner of the shares. On 5/18/10, the 2009 Hayford Children's Annuity Trust distributed 29,000 shares to the Warren J. Hayford Declaration of Trust.
( 5)  Disposed of pursuant to an agreement and plan of merger among Picasso Parent Company, Inc., Picasso Merger Sub, Inc. and BWAY Holding Company, dated as of March 28, 2010.
( 6)  This option, which was fully vested, was canceled in the merger in exchange for a cash payment of $12,849,420.96, representing the difference between the exercise price of the option and the merger consideration of $20.00 per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Hayford Warren J.
C/O BWAY HOLDING COMPANY
8607 ROBERTS DRIVE, SUITE 250
ATLANTA, GA 30350 		X



Signatures
Jeffrey M. O'Connell, Attorney-in-Fact for Warren J. Hayford 6/16/2010
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Bway Holding Company (NYSE:BWY)
過去 株価チャート
から 5 2024 まで 6 2024 Bway Holding Companyのチャートをもっと見るにはこちらをクリック
Bway Holding Company (NYSE:BWY)
過去 株価チャート
から 6 2023 まで 6 2024 Bway Holding Companyのチャートをもっと見るにはこちらをクリック