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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PERKINS CHRIS E 1145 SANCTUARY PARKWAY SUITE 200 ALPHARETTA, GA 30004 |
EVP, COO and Interim CFO |
/s/ CHRIS E. PERKINS | 04/14/2006 | |
**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) | Represented by deferred "stock units" (phantom stock) credited under the Per-Se Technologies, Inc. Deferred Stock Unit Plan (the "Plan"). The stock units are to be settled in Common Stock on a 1-for-1 basis, in one installment as soon as administratively feasible following the date on which the Reporting Person ceases to be an employee of the Issuer, with any fractional shares payable in cash. |
(2) | Average closing price of the Common Stock for the five business days prior to April 14, 2006, the date on which the stock units were credited to the Reporting Person's account under the Plan. |
(3) | Reflects deferral under the Plan and conversion into stock units of $44,555.25 (25% of the Reporting Person's 2005 annual bonus compensation otherwise payable in 2006). |
(4) | Reflects an enhancement bonus under the Plan equal to $0.25 for each dollar of 2005 annual bonus compensation deferred by the Reporting Person under the Plan, resulting in a 25% match of the Reporting Person's 2005 deferral amount. Enhancement bonus stock units vest at a rate of 20% each year over a period of 5 years; however, such units are subject to accelerated vesting in certain circumstances, as described in the Plan. If the Reporting Person's employment is terminated for "cause" or if he resigns without "good reason" (in each case as defined in the Plan) before these stock units are vested, he will forfeit any such unvested stock units. |