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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 | ||||||||
| Director Stock Option | $ 26.85 | 10/01/2007 | A | 3,252 | (3) | 04/25/2017 | Common Stock | 3,252 | $ 0 (5) | 3,252 | D | ||||
| Director Stock Option | $ 23.68 | 10/01/2007 | A | 3,724 | (4) | 04/26/2016 | Common Stock | 3,724 | $ 0 (6) | 3,724 | D | ||||
| Director Stock Option | $ 17.72 | 10/01/2007 | A | 8,000 | (4) | 04/27/2015 | Common Stock | 8,000 | $ 0 (7) | 8,000 | D | ||||
| Director Stock Option | $ 12.48 | 10/01/2007 | A | 8,000 | (4) | 04/28/2014 | Common Stock | 8,000 | $ 0 (8) | 8,000 | D | ||||
| Director Stock Option | $ 10.55 | 10/01/2007 | A | 12,000 | (4) | 04/24/2012 | Common Stock | 12,000 | $ 0 (9) | 12,000 | D | ||||
| Director Stock Option | $ 12.33 | 10/01/2007 | A | 12,000 | (4) | 04/18/2011 | Common Stock | 12,000 | $ 0 (10) | 12,000 | D | ||||
| Director Stock Option | $ 10.64 | 10/01/2007 | A | 12,000 | (4) | 04/27/2010 | Common Stock | 12,000 | $ 0 (11) | 12,000 | D | ||||
| Director Stock Option | $ 13.87 | 10/01/2007 | A | 10,000 | (4) | 04/15/2009 | Common Stock | 10,000 | $ 0 (12) | 10,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| STAVROPOULOS WILLIAM S 2030 DOW CENTER MIDLAND, MI 48674 |
X | |||
| /s/ Margaret A. Treese, Attorney-in-fact for William S. Stavropoulos | 10/03/2007 | |
| **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) | These restricted stock units were granted by the issuer in substitution of 979 shares of restricted stock units of NCR Corporation ("NCR"), at a ratio of 1 to 1, in connection with the spin-off of the issuer by NCR (the "Spin-Off") pursuant to which, on September 30, 2007, NCR distributed one share of the issuer's common stock for every one share of NCR common stock held as of the close of business on September 14, 2007. |
| (2) | Includes shares of common stock acquired as a result of the distribution of issuer common stock in connection with the Spin-Off. |
| (3) | This option vests on April 25, 2008. |
| (4) | This option is fully exercisable. |
| (5) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 3,252 shares of common stock of NCR Corporation at an exercise price of $49.80. |
| (6) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 3,724 shares of common stock of NCR Corporation at an exercise price of $43.92. |
| (7) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 8,000 shares of common stock of NCR Corporation at an exercise price of $32.86. |
| (8) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 8,000 shares of common stock of NCR Corporation at an exercise price of $23.14. |
| (9) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 12,000 shares of common stock of NCR Corporation at an exercise price of $19.56. |
| (10) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 12,000 shares of common stock of NCR Corporation at an exercise price of $22.87. |
| (11) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 12,000 shares of common stock of NCR Corporation at an exercise price of $19.73. |
| (12) | In connection with the Spin-Off, this option was granted by the issuer in substitution of an option to purchase 10,000 shares of common stock of NCR Corporation at an exercise price of $25.72. |