1. Name and Address of Reporting Person * |
Â
Karlson William E |
|
2. Date of Event Requiring Statement (Month/Day/Year) 10/17/2006 |
3. Issuer Name and Ticker or Trading Symbol Stanley, Inc. [SXE]
|
C/O STANLEY, INC., 3101 WILSON BOULEVARD, SUITE 700 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director |
_____ 10% Owner |
__X__ Officer (give title below) |
_____ Other (specify below) |
SVP, Outsourcing Solutions Div |
|
5. If Amendment, Date Original Filed(Month/Day/Year)
|
ARLINGTON, VA 22201 |
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
|
1,417,590
(1)
|
D
|
Â
|
Common Stock
|
78,990
(2)
|
I
|
By self as Trustee of the Stanley, Inc. Employee Stock Ownership Plan
|
Common Stock
|
120,960
(3)
|
I
|
By Executive Deferred Compensation and Equity Incentive Trust
|
Common Stock
|
150,000
|
I
|
By William E. Karlson 2006 Irrevocable Dynasty Trust
|
|
* |
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). |
(1) |
Includes 221,130 shares held in trust for Mr. Karlson under the Stanley, Inc. Employee Stock Ownership Plan (the "ESOP"). |
(2) |
Consists of unallocated shares held by the ESOP, for which Mr. Karlson serves as trustee. Under the terms of the ESOP, the trustees are currently obligated, with respect to certain matters, to solicit participants to vote shares of Stanley common stock allocated to participants' accounts, and the trustees generally will vote such shares in accordance with the voting decisions of the participants. Mr. Karlson disclaims beneficial ownership of these shares. |
(3) |
Represents restricted stock held in the Executive Deferred Compensation and Equity Incentive Trust, of which 29,910 shares were vested and 90,780 shares are unvested. The unvested shares will vest upon completion of an initial public offering. |
(4) |
Of the 18,000 options held, 10,800 are currently exercisable and 7,200 will vest upon completion of an initial public offering. |
(5) |
These options vest over a five year period beginning on date of grant, May 4, 2006, with a final vesting date of May 4, 2011. None are currently exercisable and none will vest upon completion of an initial public offering. |