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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 | ||||||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 25.575 | 11/17/2008 | M | 85,860 | (2) | 03/26/2011 | Applied Biosystems Group Common Stock | 85,860 | $ 0 | 4,140 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 25 | 11/17/2008 | M | 20,000 | 08/16/2004 | 08/16/2011 | Applied Biosystems Group Common Stock | 20,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 25 | 11/17/2008 | M | 20,000 | (3) | 08/16/2011 | Applied Biosystems Group Common Stock | 20,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 20.85 | 11/17/2008 | M | 85,000 | (4) | 04/08/2012 | Applied Biosystems Group Common Stock | 85,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 15.54 | 11/17/2008 | M | 20,000 | (5) | 03/24/2013 | Applied Biosystems Group Common Stock | 20,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 15.54 | 11/17/2008 | M | 20,000 | (6) | 03/24/2013 | Applied Biosystems Group Common Stock | 20,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 15.54 | 11/17/2008 | M | 30,000 | (7) | 03/24/2013 | Applied Biosystems Group Common Stock | 30,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 20.185 | 11/17/2008 | M | 68,000 | (8) | 06/17/2014 | Applied Biosystems Group Common Stock | 68,000 | $ 0 | 0 | D | ||||
| Applied Biosystems Group Employee Stock Options-Right to Buy | $ 21.475 | 11/17/2008 | M | 90,000 | (9) | 06/02/2015 | Applied Biosystems Group Common Stock | 90,000 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| WINGER DENNIS L APPLIED BIOSYSTEMS INC. 301 MERRITT 7 NORWALK, CT 06851-1070 |
Senior Vice President and CFO | |||
| /s/ Thomas P. Livingston, Attorney-In-Fact for Dennis L. Winger | 11/19/2008 | |
| **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 price reported is the weighted average sale price in open market transactions at prices ranging from $29.35 to $29.05. The reporting person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (2) | These options originally became exercisable in four equal annual installments, commencing March 26, 2002. Effective January 20, 2005, the vesting of all of these options was accelerated. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that remained in effect for some of the shares until March 26, 2005. |
| (3) | These options originally became exercisable on or after the earlier of (a) August 16, 2006 or (b) two years after certain stock price targets were attained. The vesting of these options was accelerated effective June 2, 2005. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that was to remain in effect until the earlier of the original vesting date of those options or termination of the reporting person's employment with the issuer. |
| (4) | These options originally became exercisable in four equal annual installments, commencing April 8, 2003. Effective January 20, 2005, the vesting of all of these options was accelerated. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that remained in effect for some of the shares until April 8, 2006. |
| (5) | As originally granted, these options would have become exercisable on March 24, 2006. Effective June 2, 2005, the vesting of all of these options was accelerated. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that remained in effect until March 24, 2006. |
| (6) | These options originally became exercisable on or after the earlier of (a) March 24, 2008 or (b) two years after certain stock price targets were attained. The vesting of these options was accelerated effective June 2, 2005. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that was to remain in effect until the earlier of the original vesting date of those options or termination of the reporting person's employment with the issuer. |
| (7) | These options originally became exercisable in four equal annual installments, commencing March 24, 2004. Effective January 20, 2005, the vesting of all of these options was accelerated. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that remained in effect for some of the shares until March 24, 2007. |
| (8) | These options originally became exercisable in four equal annual installments, commencing June 17, 2005. Effective January 20, 2005, the vesting of all of these options was accelerated. However, shares received upon the exercise of accelerated options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition) that remained in effect for some of the shares until June 17, 2008. |
| (9) | These options were fully vested and exercisable as of June 2, 2005, the grant date. However, shares acquired upon the exercise of these options were subject to a restriction on transfer (covering sales, gifts, pledges, and any other method of disposition). The transfer restriction was scheduled to lapse on 25% of the shares covered by the grant on each of the first four anniversaries of the grant date. Also, the transfer restriction would have lapsed in full upon termination of employment for any reason. However, all remaining restrictions were terminated on November 12, 2008. |