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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 | ||||||||
Employee Stock Option - Right to Buy | $ 2.44 | 02/27/2012 | A | 1,166,823 | (2) | 02/26/2022 | Common Stock | 1,166,823 | $ 0 | 1,166,823 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MULLER EDWARD R 1000 MAIN STREET HOUSTON, TX 77002 |
X | Chairman, President and CEO |
/s/ Edward R. Muller | 02/29/2012 | |
**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) | Comprised of (i) 189,870 shares of common stock resulting from the vesting on February 27, 2012, upon the satisfaction of performance-based conditions, of one-third of the performance-based restricted stock units granted on February 23, 2011, (ii) 379,742 restricted stock units that, upon the satisfaction of the performance-based conditions on February 27, 2012, will vest ratably over the next two years on an annual basis and that may only be settled in common stock and (iii) 511,681 restricted stock units granted on February 27, 2012 that will vest ratably on an annual basis over the next three years and that may only be settled in common stock. |
(2) | These stock options vest in three equal annual installments beginning February 27, 2013. |