1. Name and Address of Reporting Person * |
Â
Nolan Philip O |
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2. Date of Event Requiring Statement (Month/Day/Year) 10/17/2006 |
3. Issuer Name and Ticker or Trading Symbol Stanley, Inc. [SXE]
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C/O STANLEY, INC., 3101 WILSON BOULEVARD, SUITE 700 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director |
__X__ 10% Owner |
__X__ Officer (give title below) |
_____ Other (specify below) |
Chairman, President and CEO |
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5. If Amendment, Date Original Filed(Month/Day/Year)
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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
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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
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1,834,200
(1)
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D
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Â
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Common Stock
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78,990
(2)
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I
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By self as Trustee of the Stanley, Inc. Employee Stock Ownership Plan
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Common Stock
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307,950
(3)
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I
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By Executive Deferred Compensation and Equity Incentive Trust
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Common Stock
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150,000
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I
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By Philip O. Nolan, IV 2006 Irrevocable Dynasty Trust
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Common Stock
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75,000
(4)
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I
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By self as Trustee of the George H. Wilson 2006 Irrevocable Dynasty Trust
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* |
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 213,390 shares held in trust for Mr. Nolan under the Stanley, Inc. Employee Stock Ownership Plan (the "ESOP"). |
(2) |
Consists of unallocated shares held by the ESOP, for which Mr. Nolan 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. Nolan disclaims beneficial ownership of these shares. |
(3) |
Represents restricted stock held in the Executive Deferred Compensation and Equity Incentive Trust, of which 85,890 shares are vested and 222,060 shares are unvested. The unvested shares will vest upon completion of an initial public offering. |
(4) |
Mr. Nolan serves as special trustee of the George H. Wilson 2006 Irrevocable Dynasty Trust and disclaims beneficial ownership of shares held by such trust. |
(5) |
Of the 90,000 options held, 54,000 are currently exercisable and 36,000 will vest upon completion of an initial public offering. |
(6) |
These options vest over a five year period beginning on the 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. |