SEC Form 3
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement (Month/Day/Year) |
3. Issuer Name and Ticker or Trading Symbol |
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4. Relationship of Reporting Person(s) to Issuer
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5. If Amendment, Date of Original Filed (Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned |
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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 |
35,183 |
D |
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Common Stock |
46,958 |
I |
by 401(k) |
Table II - Derivative Securities Beneficially Owned |
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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) |
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Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
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Phantom Stock Units |
( 1 ) |
( 1 ) |
Common Stock |
38,100 |
( 1 ) |
D |
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Restricted Stock Units |
( 3 ) |
( 3 ) |
Common Stock |
10,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 4 ) |
( 4 ) |
Common Stock |
10,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 5 ) |
( 5 ) |
Common Stock |
13,334 |
( 2 ) |
D |
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Restricted Stock Units |
( 6 ) |
( 6 ) |
Common Stock |
23,334 |
( 2 ) |
D |
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Restricted Stock Units |
( 7 ) |
( 7 ) |
Common Stock |
10,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 8 ) |
( 8 ) |
Common Stock |
50,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 9 ) |
( 9 ) |
Common Stock |
13,334 |
( 2 ) |
D |
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Restricted Stock Units |
( 10 ) |
( 10 ) |
Common Stock |
33,334 |
( 2 ) |
D |
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Restricted Stock Units |
( 11 ) |
( 11 ) |
Common Stock |
50,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 12 ) |
( 12 ) |
Common Stock |
45,834 |
( 2 ) |
D |
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Restricted Stock Units |
( 13 ) |
( 13 ) |
Common Stock |
50,000 |
( 2 ) |
D |
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Restricted Stock Units |
( 14 ) |
( 14 ) |
Common Stock |
52,500 |
( 2 ) |
D |
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Restricted Stock Units |
( 15 ) |
( 15 ) |
Common Stock |
50,000 |
( 2 ) |
D |
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Employee Stock Options (right to buy) ( 16 ) |
09/11/2001 |
09/11/2008 |
Common Stock |
24,000 |
26.42 |
D |
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Employee Stock Options (right to buy) ( 16 ) |
09/10/2002 |
09/10/2009 |
Common Stock |
30,000 |
39.73 |
D |
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Employee Stock Options (right to buy) ( 16 ) |
09/22/2003 |
09/22/2010 |
Common Stock |
35,000 |
57.31 |
D |
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Employee Stock Options (right to buy) ( 16 ) |
07/26/2004 |
07/26/2011 |
Common Stock |
60,000 |
43.75 |
D |
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Employee Stock Options (right to buy) ( 16 ) |
09/26/2004 |
09/26/2011 |
Common Stock |
30,000 |
35.48 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/13/2003 |
09/13/2012 |
Common Stock |
100,000 |
27.05 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/12/2004 |
09/12/2013 |
Common Stock |
90,000 |
31.53 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/17/2005 |
09/07/2014 |
Common Stock |
120,000 |
34.22 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/16/2006 |
09/16/2015 |
Common Stock |
150,000 |
34.47 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/08/2007 |
09/08/2016 |
Common Stock |
137,500 |
34.01 |
D |
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Employee Stock Options (right to buy) ( 17 ) |
09/07/2008 |
09/07/2017 |
Common Stock |
157,500 |
38.75 |
D |
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Explanation of Responses: |
1. Each unit of phantom stock is the economic equivalent of one share of common stock. These units can be reallocated into other plan investments and are payable in cash after termination of employment. Total includes accrued dividends. |
2. 1 for 1. |
3. Vesting schedule: 5,000 units on May 1, 2010; 5,000 units on May 1, 2011. |
4. Vesting schedule: 5,000 units on May 1, 2010; 5,000 units on May 1, 2011. |
5. Vesting schedule: 6,667 units on May 1, 2010; 6,667 units on May 1, 2011. |
6. Vesting schedule: 10,000 units on September 10, 2008; 6,667 units on May 1, 2010; 6,667 units on May 1, 2011. |
7. Vesting schedule: 10,000 units on September 12, 2008. |
8. Vesting schedule: 18,750 units September 12, 2008; 6,250 units on May 1, 2010; 6,250 units on May 1, 2011; 18,750 units on September 12, 2013. |
9. Vesting schedule: 13,334 units on September 17, 2009. |
10. Vesting schedule: 16,667 units September 16, 2008; 16,667 units on September 16, 2010. |
11. Vesting schedule: 12,500 on July 27, 2009; 12,500 units on July 27, 2011; 12,500 units on July 27, 2013; 12,500 units on July 27, 2016. |
12. Vesting schedule: 22,917 units on September 8, 2009; 22,917 units on September 8, 2011. |
13. Vesting schedule: 10,000 units on July 26, 2008; 10,000 units on July 26, 2009; 10,000 units on July 26, 2010; 10,000 units on July 26, 2011; 10,000 units on July 26, 2012. |
14. Vesting schedule: 10,500 units on September 7, 2008; 10,500 units on September 7, 2009; 10,500 units on September 7, 2010; 10,500 units on September 7, 2011; 10,500 units on September 7, 2012. |
15. Vesting schedule: 10,000 units on June 5, 2009; 10,000 units on June 5, 2010; 10,000 units on June 5, 2011; 10,000 units on June 5, 2012; 10,000 units on June 5, 2013 |
16. The options become exercisable in two equal installments of 50% each, beginning on the 'Date Exercisable' shown to the right, and another 50% two years thereafter. |
17. The options become exercisable in five equal installments of 20% each, beginning on the 'Date Exercisable' shown to the right, and another 20% each year thereafter. |
Remarks: |
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Elizabeth Nemeth on behalf of John Krenicki |
07/29/2008 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
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* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). |
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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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. |