0001306830-13-000138 4 1 20131024 20131025 20131025 Celanese Corp 0001306830 2820 980420726 DE 1231 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 972-443-4000 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 Celanese CORP 20041102 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 Sterin Steven 0001340482 4 34 001-32410 131171658 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039 4 1 wf-form4_138273854195471.xml FORM 4 FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). 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 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to Sterin Steven Celanese Corp [ CE ] Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title (Last) (First) (Middle) 3. Date of Earliest below) _____ Other C/O CELANESE CORPORATION, 222 W. Transaction (MM/DD/YYYY) (specify below) LAS COLINAS BLVD., SUITE 900N 10/24/2013 SVP & CFO (Street) 4. If Amendment, Date 6. Individual or IRVING, TX 75039-5421 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) 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 2. Trans. Date 2A. 3. Trans. Code 4. Securities Acquired (A) 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Deemed (Instr. 8) or Disposed of (D) Securities Form: Direct (D) Indirect Execution (Instr. 3, 4 and 5) Beneficially or Indirect (I) Beneficial Date, if Owned Following (Instr. 4) Ownership any Reported (Instr. 4) Transaction(s) (A) (Instr. 3 and 4) or Code V Amount (D) Price Series A Common Stock 10/24/2013 M 50000 A $40.13 108375 D Series A Common Stock 10/24/2013 M 9990 A $32.35 118365 D Series A Common Stock 10/24/2013 M 10424 A $32.51 128789 D Series A Common Stock 10/24/2013 S (1) 65240 D $57.66 (2) 63549 D Series A Common Stock 1027.86 I By 401(k) Plan Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. Trans. Date 3A. 4. Trans. 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Conversion Deemed Code Derivative and Expiration Date Securities Underlying of derivative Ownership of Security or Execution (Instr. 8) Securities Derivative Security Derivative Securities Form of Indirect (Instr. 3) Exercise Date, if Acquired (A) or (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any Disposed of (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 and Following Direct (D) (Instr. 4) Security 5) Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Non-Qualfied Series A Stock Option $40.13 10/24/2013 M 50000 (3) 7/25/2017 Common 50000.0 $0 0 D (Right to Buy) Stock Non-Qualfied Series A Stock Option $32.35 10/24/2013 M 9990 (4) 10/1/2017 Common 9990.0 $0 3330 D (Right to Buy) Stock Non-Qualfied Series A Stock Option $32.51 10/24/2013 M 10424 (5) 10/1/2018 Common 10424.0 $0 10426 D (Right to Buy) Stock Explanation of Responses: (1) The sales reported in this line were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 29, 2013. (2) The reported price in this line is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $57.27 to $57.94. The reporting person will provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price. (3) Granted pursuant to the Company's 2004 Stock Incentive Plan. The options vested with respect to 25% of the options on each of January 1, 2009, January 1, 2010, January 1, 2011 and January 1, 2012. (4) Granted pursuant to the Company's 2009 Global Incentive Plan. The original option grant of 13,320 options vested with respect to 25% of such options on each of October 1, 2011, October 1, 2012 and October 1, 2013, and will continue to vest, subject to continuted employment, with respect to 25% on October 1, 2014. (5) Granted pursuant to the Company's 2009 Global Incentive Plan. The original option grant of 20,850 options vested with respect to 25% of such options on each of October 1, 2012 and October 1, 2013, and will continue to vest, subject to continuted employment, with respct to 25% of such options on each of October 1, 2014 and October 1, 2015. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sterin Steven C/O CELANESE CORPORATION SVP & CFO 222 W. LAS COLINAS BLVD., SUITE 900N IRVING, TX 75039-5421 Signatures /s/ James R. Peacock III, Attorney-in-Fact for Steven Sterin 10/25/2013 ** 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.