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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 | ||||||||
Common Stock Option (2) | $ 5.5 | 04/01/2008 | D | 250,996 | 04/03/2001(3) | 04/02/2010 | Common Stock | 250,996 | (4) | 0 | D | ||||
Common Stock Option (5) | $ 14.23 | 04/01/2008 | D | 90,000 | 01/17/2005 | 11/14/2014 | Common Stock | 90,000 | (4) | 0 | D | ||||
Common Stock Option (5) | $ 14.48 | 04/01/2008 | D | 40,000 | 06/02/2006 | 06/01/2015 | Common Stock | 40,000 | (4) | 0 | D | ||||
Common Stock Option (5) | $ 17.49 | 04/01/2008 | D | 35,000 | 05/16/2006 | 05/15/2016 | Common Stock | 35,000 | (4) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LOMBARDO ANTHONY A 1111 MARCUS AVENUE SUITE LL-26 LAKE SUCCESS, NY 110421034 |
X | President and CEO |
By: Joseph A. Cacchioli, as Attorney-In-Fact | 04/02/2008 | |
**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) | Disposed of pursuant to the Agreement and Plan of Merger by and among the issuer, Bracco Diagnostics, Inc., Eagle Acquisition Sub, Inc. and, for limited purposes, Bracco Imaging S.p.A. in exchange for a cash payment of $21.00 per share. |
(2) | Options granted under E-Z-EM's Employee Stock Option Plan. |
(3) | Options are exercisable 25% per year commencing April 3, 2001. |
(4) | This option was cancelled in the merger in exchange for a cash payment equal to the difference between the merger consideration of $21.00 per share and the exercise price per share multiplied by the number of shares subject to the option. |
(5) | Options granted under E-Z-EM's 2004 Stock and Incentive Award Plan. |