SEC Filing | Trex Company Inc

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Gupp William R.

(Last)

(First)

(Middle)

C/O TREX COMPANY, INC.

160 EXETER DRIVE

(Street)

WINCHESTER

22603-8605

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/19/2008

3. Issuer Name and Ticker or Trading Symbol
TREX CO INC [ TWP ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
V.P. & General Counsel

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	6,718	D
Common Stock	16,917⁽¹⁾	D
Common Stock	26,917⁽²⁾	D
Common Stock	28,912⁽³⁾	D
Common Stock	29,188⁽⁴⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Right	02/08/2007⁽⁵⁾	02/08/2016	Common Stock	9,000	24.17	D
Stock Appreciation Right	02/21/2008⁽⁶⁾	02/21/2017	Common Stock	6,916	25.37	D
Stock Options (Right to buy)	02/21/2003	02/21/2012	Common Stock	8,559	20	D
Stock Options (Right to buy)	02/21/2003	02/21/2012	Common Stock	3,953	20	D
Stock Options (Right to buy)	05/21/2002	05/21/2011	Common Stock	16,000	28.9	D
Stock Options (Right to buy)	02/25/2004	02/25/2013	Common Stock	2,896	35.95	D
Stock Options (Right to buy)	02/19/2005	02/19/2014	Common Stock	4,475	38.51	D
Stock Options (Right to buy)	03/09/2006	03/09/2015	Common Stock	2,000	46.71	D
Stock Options (Right to buy)	03/09/2006	03/09/2015	Common Stock	1,466	46.71	D

Explanation of Responses:

1. This restricted stock award vests in approximately two equal installments on January 8, 2009 and January 8, 2010.

2. This restricted stock award vests over a three-year period in approximately three equal installments beginning on the first anniversary of the January 8, 2008 grant date.

3. This restricted stock award vests in approximately two equal installments on February 21, 2009 and February 21, 2010.

4. This restricted stock award vests on March 9, 2008.

5. This stock appreciation right becomes exerciseable in approximately three equal annual installments beginning on the first anniversary of the February 8, 2006 grant date.

6. This stock appreciation right becomes exerciseable in approximately three equal annual installments beginning on the first anniversary of the February 21, 2007 grant date.

	Lynn E. MacDonald	02/28/2008
	** 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 5 (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 Number.

                              POWER OF ATTORNEY

     Know all by these presents, that the undersigned, William R. Gupp,
hereby constitutes and appoints each of Lynn E. MacDonald and Richard J.
Parrino, the undersigned's true and lawful attorney-in-fact to:

     (1)  execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer, director or stockholder of Trex Company,
Inc. (the "Company"), a Schedule 13D and any amendments thereto, Forms 3, 4 and
5 and any other documents to be filed with the Securities and Exchange
Commission, in accordance with Sections 13(d) and 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;

     (2)  do and perform any and all acts for and on behlf of the undersigned
which may be necessary or desirable to complete and execute any such Schedule
13D and any amendments thereto, any such Forms 3, 4 or 5 or such other
documents and file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

     (3)  take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
and in the best interest of, or legally required by, the undersigned.

     The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Sections 13 and 16 of the Securities Exchange Act of 1934.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file a Schedule 13D and any amendments
thereto, Forms 3, 4, and 5 or such other documents with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorney-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 22nd day of February 2008.

                                           /s/ William R. Gupp
                                           ___________________
                                           Signature

                                           William R. Gupp
                                           ____________________
                                           Name