XNYS:SXC SunCoke Energy Inc Insider Activity 4 Filing - 1/17/2012

Effective Date 1/17/2012

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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 *
Thomson Michael J
  2. Issuer Name and Ticker or Trading Symbol
SunCoke Energy, Inc. [SXC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
President & COO
(Last)
(First)
(Middle)
1011 WARRENVILLE ROAD, SUITE 600
3. Date of Earliest Transaction (Month/Day/Year)
01/17/2012
(Street)

LISLE, IL 60532
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)
Code V Amount (A) or (D) Price
Common Stock 01/17/2012   J   11,375 A (1) 36,375 D  
Common Stock 01/17/2012   J   469 A (1) 469 I By Sunoco, Inc. ESOP Trust

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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy)(2) $22.31 01/17/2012   J   50,519   01/17/2012 03/30/2017 Common Stock 50,519 $ 0 50,519 D  
Stock Options (Right to Buy)(2) $20.26 01/17/2012   J   59,992   01/17/2012 12/05/2017 Common Stock 59,992 $ 0 59,992 D  
Stock Options (Right to Buy)(2) $11.18 01/17/2012   J   88,725   01/17/2012 12/03/2018 Common Stock 88,725 $ 0 88,725 D  
Stock Options (Right to Buy)(2) $8.93 01/17/2012   J   74,832   01/17/2012(3) 03/03/2020 Common Stock 74,832 $ 0 74,832 D  
Common Stock Units(2)(4) (5) 01/17/2012   J   15,786     (6)   (6) Common Stock 15,786 $ 0 15,786 D  
Common Stock Units(2)(7) (5) 01/17/2012   J   30,816     (6)   (6) Common Stock 30,816 $ 0 30,816 D  
Common Stock Units(2)(8) (5) 01/17/2012   J   49,382     (6)   (6) Common Stock 49,382 $ 0 49,382 D  
Common Stock Units(2)(9) (5) 01/17/2012   J   20,157     (6)   (6) Common Stock 20,157 $ 0 20,157 D  
Common Stock Units(2)(10) (5) 01/17/2012   J   30,235     (6)   (6) Common Stock 30,235 $ 0 30,235 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Thomson Michael J
1011 WARRENVILLE ROAD
SUITE 600
LISLE, IL 60532
      President & COO

Signatures

 /s/ Jaime M. Lamana, attorney-in-fact   01/19/2012
** 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 amount reported in this row is based on the distribution by Sunoco, Inc. ("Sunoco") of 56,660,000 shares of common stock, par value $0.01 per share, of SunCoke Energy, Inc. ("SunCoke") owned by Sunoco to Sunoco stockholders of record on the close of business on January 5, 2012. (the "Distribution"). The Distribution was completed on January 17, 2012. Amounts reported in this row are estimated as of January 17, 2012 based on preliminary information regarding the Distribution; final amounts, if different, will be reported in a subsequent filing.
(2) Equity awards awarded under the SunCoke Energy, Inc. Long-Term Incentive Plan relating to the adjustment of Sunoco equity awards in connection with the Distribution. The terms of the adjustment of the reporting person's Sunoco equity awards were set forth in the Separation and Distribution Agreement by and between SunCoke and Sunoco, dated as of July 18, 2011 and were approved by SunCoke's board of directors. Amounts reported in this row are estimated as of January 17, 2012 based on preliminary information regarding the Distribution, final amounts; if different, will be reported in a subsequent filing.
(3) Stock options with respect to 24,944 shares of common stock are vested as of January 17, 2012. The remainder of the stock options vest in two equal installments on March 2, 2012 and March 2, 2013.
(4) The Common Stock Units ("CSUs") vest and settle in two equal installments on July 1, 2012 and July 1, 2013, respectively, subject to continued employment of the reporting person through the applicable vesting date. Reporting person will also receive an amount equal to the cash dividends that would have paid out had he been the holder of shares of SunCoke common stock equal to the number of CSUs that are vested and settled, if any.
(5) Conversion rate is 1 for 1.
(6) Not applicable.
(7) The CSUs will vest and settle on December 1, 2012, subject to continued employment of the reporting person through the applicable vesting date. Reporting person will also receive an amount equal to the cash dividends that would have paid out had he been the holder of shares of SunCoke common stock equal to the number of CSUs that are vested and settled, if any.
(8) The CSUs will vest and settle on March 2, 2013, subject to continued employment of the reporting person through the applicable vesting date. Reporting person will also receive an amount equal to the cash dividends that would have paid out had he been the holder of shares of SunCoke common stock equal to the number of CSUs that are vested and settled, if any.
(9) The CSUs will vest and settle in three equal annual installments, beginning on March 1, 2012, subject to continued employment of reporting person with SunCoke through the applicable vesting date. Reporting person will also receive an amount equal to the cash dividends that would have paid out had he been the holder of shares of SunCoke common stock equal to the number of CSUs that are vested and settled, if any.
(10) The CSUs will vest and settle on March 1, 2014, subject to continued employment of the reporting person through the applicable vesting date. Reporting person will also receive an amount equal to the cash dividends that would have paid out had he been the holder of shares of SunCoke common stock equal to the number of CSUs that are vested and settled, if any.

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XNYS:SXC SunCoke Energy Inc Insider Activity 4 Filling

SunCoke Energy Inc XNYS:SXC Stock - Get Insider Activity SEC Filing of SunCoke Energy Inc XNYS:SXC stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

XNYS:SXC SunCoke Energy Inc Insider Activity 4 Filing - 1/17/2012
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