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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GELLERT JAY M 21650 OXNARD STREET WOODLAND HILLS, CA 91367 |
X | President, CEO |
/s/ Jay M. Gellert | 02/25/2014 | |
**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) | Represents 41,250 restricted stock units ("RSUs") granted to the Reporting Person on February 21, 2014 (the "2014 Grant Date") under the Issuer's 2006 Long-Term Incentive Plan, as amended (the "2006 Plan"), which vest and become non-forfeitable as to 33-1/3% of the RSUs on each of the first, second and third anniversaries of the 2014 Grant Date. Also represents 135,000 performance share units ("PSUs") granted to the Reporting Person on March 7, 2013 (the "2013 Grant Date") under the 2006 Plan, which have been earned by the Reporting Person and which vest and become non-forfeitable as to 33-1/3% of the PSUs on each of the first, second and third anniversaries of the 2013 Grant Date. |
(2) | Shares forfeited in lieu of payument of tax liability in connection with the vesting of 25% of a grant of 37,500 RSUs made to the Reporting Person on February 22, 2010, pursuant to the terms of the 2006 Plan. |
(3) | The number of shares forfeited by the Reporting Person was based on the closing price of the Issuer's common stock on February 21, 2014, pursuant to the terms of the 2006 Plan. |