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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) | $ 23.07 | 03/02/2007 | D | 2,499 | (3) | 04/01/2013 | Common Stock | 2,499 | (3) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 30.17 | 03/02/2007 | D | 22,500 | (3) | 03/03/2014 | Common Stock | 22,500 | (3) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 34.15 | 03/02/2007 | D | 15,000 | (3) | 03/07/2015 | Common Stock | 15,000 | (3) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 38.23 | 03/02/2007 | D | 20,000 | (3) | 03/29/2016 | Common Stock | 20,000 | (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PAESE MICHAEL M TWO HOPKINS PLAZA BALTIMORE, MD 21201 |
Executive Officer |
Dennis W. Kreiner p/a for Michael M. Paese | 03/23/2007 | |
**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) | Disposed of pursuant to a merger agreement between Issuer and PNC Financial Services Group, Inc. on the basis of .4184 shares of common stock and $16.45 for each share of Issuer's common stock. |
(2) | A total of 14,914 shares of Restricted Stock and 12,114 of Restricted Stock Units disposed of for $1,273,018.18 cash on the basis of $47.10 per share and unit, which was the closing price per share of PNC common stock on the day of the merger. |
(3) | This option was cancelled on March 2, 2007, the date of the merger of the Issuer into PNC Bank for a cash payment of $47.49 less the exercise price of the Mercantile option. |