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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 | ||||||||
Options to purchase Common Stock par value $0.01 (1) | $ 0.57 | 11/13/2007 | A | 500,000 | (1) | 11/13/2017 | Common Stock, par value $0.01 | 500,000 | $ 0 | 500,000 | D | ||||
Restricted Stock units (2) | $ 0.57 | 11/13/2007 | A | 350,877 (2) | (2) | (2) | Restricted Stock units | 350,877 (2) | $ 0 | 350,877 (2) | D | ||||
Restricted Stock units (3) | $ 0.57 | 11/13/2007 | A | 175,439 (3) | (3) | (3) | Restricted Stock units | 175,439 (3) | $ 0 | 175,439 (3) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LOKAY KEVIN G 650 COLLEGE ROAD EAST SUITE 3100 PRINCETON, NJ 08540 |
X | CEO, President & Director |
/s/ Kevin G. Lokay | 11/15/2007 | |
**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) | This amount represents options which were granted as a long-term incentive pursuant to the Company's 2006 Equity Compensation Plan which (i) vest in 1/4 increments on each anniversary from the date of grant or (ii) vest immediately effective in a change of control of the Company if the options are not exchanged with equivalent stock or options in the new entity or if Mr. Lokay is not retained. |
(2) | Represents restricted stock units granted pursuant to the Company's 2006 Equity Compensation Plan which shall vest only if the Company completes certain performance milestones approved by the Company's Compensation Committee and expires if the 175,439 grant of restricted stock units vest first. |
(3) | Represents restricted stock units granted pursuant to the Company's 2006 Equity Compensation Plan which shall vest only if the Company completes certain performance milestones approved by the Company's Compensation Committee and expires if the 350,877 grant of restricted stock units vest first. |