FORM 4 [ ] 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
Estimated average burden
hours per response...
0.5                       
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 *

DYER TERRANCE M
2. Issuer Name and Ticker or Trading Symbol

Verso Corp [ VRS ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
SVP - HR & Comm.
(Last)          (First)          (Middle)

8540 GANDER CREEK DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

2/12/2022
(Street)

MIAMISBURG, OH 45342
(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 2/12/2022  A  4673 (1)(2)(3)A$0.00 23507.83 (4)D  

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Consists of 4,673 stock units. Each stock unit represents the right, subject to vesting, to receive one share of common stock. The stock units will vest as follows: (i) 33% on January 1, 2023; (ii) 33% on January 1, 2024; and (iii) 34% on January 1, 2025. The reported stock units do not include 4,673 stock units that will vest if certain performance objectives established by the issuer have been met as measured over the three-year period from January 1, 2022 to December 31, 2024. Pursuant to that certain Agreement and Plan of Merger, dated as of December 19, 2021, by and among the Verso Corporation, BillerudKorsnas Inc., West Acquisition Merger Sub Inc. and, solely for purposes of certain sections thereof, BillerudKorsnas AB (the "Merger Agreement"),
(2) (Continued from Footnote 1) at the effective time of the transactions described in the Merger Agreement, the grant of 4,673 reported stock units and the grant of 4,673 stock units that are subject to performance-based vesting will, in each case, be converted into a cash-based award with a dollar value equal to one-third of the product of (a) $27.00, multiplied by (b) the number of shares of common stock that would have been issuable under the stock units in respect of which the cash-based award is issued (and, in the case of stock units that are subject to performance-based vesting, with performance criteria deemed achieved at the target level of performance), and including, for the avoidance of doubt, any dividend equivalents credited in respect of such stock units (the "Converted Cash-Based Award"),
(3) (Continued from Footnote 2) with such Converted Cash-Based Award vesting in full on December 31, 2022, subject to the holder's continued employment on such date. However, in the event that the holder's employment is terminated without "cause," due to the holder's death or "disability" or due to the holder's resignation for "good reason," in each case, prior to December 31, 2022, the Converted Cash-Based Award will continue to be payable on such date notwithstanding such earlier termination.
(4) Consists of: (i) the 4,673 stock units described in footnote (1); (ii) 7,957 shares of common stock; (iii) 4,178.94 stock units vesting on January 1, 2023; and (iv) 6,698.89 stock units vesting in two substantially equal annual installments beginning on January 1, 2023.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
DYER TERRANCE M
8540 GANDER CREEK DRIVE
MIAMISBURG, OH 45342


SVP - HR & Comm.

Signatures
/s/ Brian J. Russell, as Attorney-in-Fact2/15/2022
**Signature of Reporting PersonDate

Verso (NYSE:VRS)
Historical Stock Chart
Von Apr 2024 bis Mai 2024 Click Here for more Verso Charts.
Verso (NYSE:VRS)
Historical Stock Chart
Von Mai 2023 bis Mai 2024 Click Here for more Verso Charts.