FORM 5
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

                                                                                  

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

TOLER WILLIAM G

2. Issuer Name and Ticker or Trading Symbol

GLOBAL BRASS & COPPER HOLDINGS, INC. [BRSS]

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Executive Vice President

(Last)          (First)          (Middle)

475 N. MARTINGALE ROAD,  SUITE 1200

3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2014 
(Street)

SCHAUMBURG, IL 60173

(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)
Amount (A) or (D) Price
Common Stock, par value $0.01 per share   6/13/2014     L5   0.976   A $16.60   22089.976   (1) D    
Common Stock, par value $0.01 per share   9/9/2014     L5   4.069   A $14.81   22094.045   (2) D    
Common Stock, par value $0.01 per share   12/1/2014     L5   4.881   A $12.38   22098.926   (3) D    
Common Stock, par value $0.01 per share   3/6/2015     L5   30.59   A $14.24   29059.516   (4) D    
Common Stock, par value $0.01 per share   5/28/2015     L5   31.494   A $17.11   29091.01   (5) D    
Common Stock, par value $0.01 per share   8/27/2015     L5   32.328   A $18.14   29123.338   (6) D    
Common Stock, par value $0.01 per share   11/24/2015     L5   25.717   A $22.85   29149.055   (7) D    
Common Stock, par value $0.01 per share   3/4/2016     L5   26.253   A $22.42   32449.308   (8) D    

Table II - Derivative Securities Acquired, Disposed of, or 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
(MM/DD/YYYY)
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 at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Reflects total shares owned as of December 31, 2014 and includes 0.976 shares acquired on June 13, 2014 in connection with a broker administered dividend reinvestment.
(2)  Reflects total shares included in footnote 1 above and 4.069 shares acquired on September 9, 2014 in connection with a broker administered dividend reinvestment.
(3)  Reflects total shares included in footnote 2 above and 4.881 shares acquired on December 1, 2014 in connection with a broker administered dividend reinvestment.
(4)  Reflects total shares owned as of December 31, 2015 and includes 30.59 shares acquired on March 6, 2015 in connection with a broker administered dividend reinvestment. Also includes 9.926 shares acquired in 2014 in connection with a broker administered dividend reinvestment that are being reported late due to inadvertent administrative error.
(5)  Reflects total shares included in footnote 4 above and 31.494 shares acquired on May 28, 2015 in connection with a broker administered dividend reinvestment.
(6)  Reflects total shares included in footnote 5 above and 32.328 shares acquired on August 27, 2015 in connection with a broker administered dividend reinvestment.
(7)  Reflects total shares included in footnote 6 above and 25.717 shares acquired on November 24, 2015 in connection with a broker administered dividend reinvestment.
(8)  Reflects total shares owned as of December 31, 2016 and includes 26.253 shares acquired on March 4, 2016 in connection with a broker administered dividend reinvestment. Also includes 130.055 shares acquired in 2014 and 2015 in connection with a broker administered dividend reinvestment that are being reported late due to inadvertent administrative error.

Remarks:
Note: This report applies to previously unreported small acquisitions in connection with a broker administered dividend reinvestment during the Issuer's fiscal years ended December 31, 2014, December 31, 2015 and December 31, 2016. These transactions are being reported late due to inadvertent administrative error.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TOLER WILLIAM G
475 N. MARTINGALE ROAD
SUITE 1200
SCHAUMBURG, IL 60173


Executive Vice President

Signatures
/s/ Anne-Marie W. D'Angelo, Attorney-in-Fact 2/13/2019
** 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.
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