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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 | ||||||||
Incentive Stock Option (Right to Buy) | $ 41.44 | 03/12/2012 | M | 6,000 | (1) | 10/26/2013 | Common Stock | 6,000 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 42.65 | 03/12/2012 | M | 10,000 | (2) | 10/24/2017 | Common Stock | 10,000 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 36.54 | 03/12/2012 | M | 5,000 | (3) | 12/08/2019 | Common Stock | 5,000 | $ 0 | 5,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FOLDEN RODNEY 6140 STONERIDGE MALL DRIVE SUITE 590 PLEASANTON, CA 94588 |
VP & Corporate Controller |
/s/ Rodney Folden | 03/12/2012 | |
**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) | Grant Date 10/27/03 Date Exer.: The option vests if the Company's stock price achieves certain targets within specified timeframes as follows: one-fourth shall vest if Fair Market Value of the Company's stock achieves $46.41, but not earlier than 5/1/04; one-fourth shall vest if Fair Market Value of the Company's stock achieves $49.73, but not earlier than 5/1/05; one-fourth shall vest if the Fair Market Value of the Company's stock achieves $53.87 but not earlier than 5/1/06; and one-fourth shall vest if the Fair Market Value of the Company's stock achieves $58.02 but not earlier than 5/1/07. All options not other wise vesting pursuant to the above timetable shall become exercisable on October 26, 2008. |
(2) | Grant Date 10/25/07 NQ Date Exer.: One-fourth shall vest on the earlier of (a) 10/25/08 or (b) when the average closing price reaches $47.77; one-fourth shall vest on the earlier of (a) 10/25/09 or (b) when the average closing price reaches $51.18; one-fourth shall vest on the earlier of (a) 10/25/10 or (b) when the average closing price reaches $55.45; and one-fourth shall vest on the earlier of (a) 10/25/11 or (b) when the average closing price reaches $59.71. Average Closing Price is defined as the average of the closing prices of a share of common stock of the Company on the New York Stock Exchange (composite quotations, rounded to the nearest whole cent) for the days on which the common stock is so traded, during any 30 consecutive calendar day period commencing on the date the specified stock target is achieved. |
(3) | 12/9/09 NQ Grant: The options will vest in equal increments over four years measured from the date of grant as follows: 1/4 shall vest on 12/9/10; 1/4 shall vest on 12/9/11; 1/4 shall vest on 12/9/12; and 1/4 shall vest on 12/9/13. |
(4) | Sale price represents and average of the selling prices between $80.95 and $80.00. |
(5) | Sale price represents and average of the selling prices between $79.80 and $79.61. |