Edgar Filing: FMSA HOLDINGS INC

Ownership Submission

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

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(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Deckard Jenniffer D.

2. Issuer Name and Ticker or Trading Symbol
FMSA HOLDINGS INC [FMSA]

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

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President and CEO

(Last)

(First)

(Middle)

8834 MAYFIELD ROAD

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2014

(Street)

CHESTERLAND, OH 44026

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	10/08/2014		M		153,000	A	$ 3.57	5,066,850	D
Common stock	10/08/2014		M		74,188	A	$ 1.43	5,141,038	D
Common stock	10/08/2014		F		34,068	D	$ 15.16	5,106,970	D
Common stock ⁽¹⁾	06/03/2014	10/08/2014	P		3,400	A	$ 15.16	5,110,370	D
Common stock	10/08/2014		S		193,120	D	$ 15.16	4,917,250	D
Common stock	10/08/2014		S		285,430	D	$ 15.16	4,631,820	I	See Footnote ⁽²⁾
Common stock	10/08/2014		S		148,138	D	$ 15.16	4,483,682	I	See Footnote ⁽³⁾
Common stock	10/08/2014		S		148,138	D	$ 15.16	4,335,544	I	See Footnote ⁽⁴⁾
Common stock	10/08/2014		P		62,500	A	$ 15.16	4,398,044	D
Restricted Stock Unit ⁽⁵⁾	10/09/2014		A		4,386	A	$ 0	4,402,430	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (right to buy)

$ 3.57

10/02/2014

153,000

⁽⁶⁾

12/07/2020

Common Stock

153,000

$ 0

102,000

Employee stock option (right to buy)

$ 1.43

10/02/2014

74,188

08/05/2010

10/02/2019

Common Stock

74,188

$ 0

333,812

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Deckard Jenniffer D. 8834 MAYFIELD ROAD CHESTERLAND, OH 44026	X		President and CEO

Signatures

/s/ Jenniffer D. Deckard by David J. Crandall		10/10/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The 3,400 shares were purchased with an agreed upon price of the initial public offering price less the underwriters' commission. As such, there were no profits realized in connection with the matchable sale on October 8, 2014 as those shares were sold for the same price.
(2)	As trustee of the Jenniffer D. Deckard Family Trust U/A/D February 28, 2010
(3)	As trustee of the Abby Jo Deckard Trust
(4)	As trustee of the John Deckard Trust
(5)	The restricted stock units become exercisable on October 2, 2019 but will be subject to accelerated vesting upon the achievement of certain pre-established cumulative EBITDA targets.
(6)	The stock options became exercisable as to: (i) 51,000 of the shares on 12/31/11, (ii) 51,000 of the shares on 12/13/12 and (iii) 51,000 of the shares on 12/31/13. The remaining 102,000 shares will become fully exercisable on 12/07/17, but will be subject to accelerated vesting upon the achievement of certain pre-established EBITDA targets.

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