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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 | ||||||||
Restricted Stock Units | $ 0 | 04/24/2013 | A | 27,000 | (1) | (1) | Common Stock | 27,000 | $ 0 | 27,000 | I | By officer (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SAFEGUARD SCIENTIFICS INC 435 DEVON PARK DRIVE, BLDG. 800 WAYNE, PA 19087-1945 |
X | X |
By: Brian J. Sisko EVP & Managing Director For: Safeguard Scientifics, Inc. | 04/25/2013 | |
**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 restricted stock units granted to Brian Sisko and James Datin shall vest upon the earlier of (i) the day before the Issuer's 2014 annual meeting of stockholders or (ii) April 24, 2014. Shares of Issuer common stock with respect to vested restricted stock units shall be delivered upon the earliest of: (i) March 31 of the calendar year immediately following the year in which the restricted stock units vest; (ii) a Change of Control (as defined in the 2010 Plan) but only to the extent the "Change of Control" is also a "change in control event" for purposes of section 409A of the Internal Revenue Code of 1986, as amended and the regulations promulgated thereunder (the "Code"); or (iii) Messrs. Datin or Sisko's "separation from service" from the Issuer (within the meaning of such term under section 409A of the Code). |
(2) | The Restricted Stock Units were granted to James Datin and Brian Sisko, directors of the issuer. Messrs. Datin and Sisko are officers of Safeguard Scientifics, Inc., a public holding company which has been a stockholder of the Issuer since before its public offering. Pursuant to Safeguard's employment practices and Safeguard's written agreements with Messrs. Datin and Sisko, Safeguard may be deemed the beneficial owner of the Restricted Stock Units. Safeguard also may be deemed a director by virtue of the fact that employees of Safeguard serve on the Issuer's board in connection with their employment duties. |