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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 3.15 | 07/26/2011 | D(1) | 236,714 | (1) | 01/16/2012 | Common Stock | 236,714 | (1) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 3.15 | 07/26/2011 | A(1) | 236,714 | (1) | 01/16/2022 | Common Stock | 236,714 | (1) | 236,714 | D | ||||
Employee Stock Option (right to buy) | $ 3.15 | 07/26/2011 | D(2) | 46,295 | (2) | 02/27/2014 | Common Stock | 46,295 | (2) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 3.15 | 07/26/2011 | A(2) | 46,295 | (2) | 02/27/2024 | Common Stock | 46,295 | (2) | 46,295 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCALEENAN DONALD F 2001 BRYAN STREET SUITE 1600 DALLAS, TX 75201 |
SVP & General Counsel |
/s/ Donald F. McAleenan | 07/27/2011 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The reported transactions involved an amendment of an outstanding option solely to extend the term, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The exercise price was not changed by the amendment. The option was originally granted on January 16, 2002 and was 20% vested on the date of grant and vested in 20% increments on each of September 1, 2002-2005. |
(2) | The reported transactions involved an amendment of an outstanding option solely to extend the term, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The exercise price was not changed by the amendment. The option was originally granted on March 1, 2004 and vested based on the Corporation achieving specified performance targets as follows: (i) one-sixth on December 31, 2004, based on performance targets for 2004, (ii) one-sixth on December 31, 2005, based on performance targets for 2005, (iii) one-sixth on December 31, 2006, based on performance targets for 2006, and (iv) one-half on December 31, 2006, based on performance targets for the three-year period including 2004, 2005, and 2006. |