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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 | ||||||||
Option to Purchase Common Shares | $ 45.34 | 05/31/2013 | A | 100,000 | (4) | 05/31/2023 | Common Shares, No Par Value | 100,000 | $ 0 | 100,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Rosebrough Walter M Jr 5960 HEISLEY ROAD MENTOR, OH 44060 |
X | President & CEO |
/s/ Dennis P. Patton, Authorized Representative under Power of Attorney | 06/03/2013 | |
**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) | 1,643 shares were withheld from the 5,000 restricted shares that vested on May 30, 2013. These 1,643 shares represent the value of the taxes required to be withheld pursuant to applicable employment or tax laws, as determined by the Issuer. These 5,000 shares were awarded to Mr. Rosebrough on May 30, 2012 as part of an award of 20,000 restricted shares. These vested shares were valued at the NYSE closing market price on May 30, 2013. |
(2) | 2,464 shares were withheld from the 7,500 restricted shares that vested on May 31, 2013. These 2,464 shares represent the value of the taxes required to be withheld pursuant to applicable employment or tax laws, as determined by the Issuer. These 7,500 shares were awarded to Mr. Rosebrough on May 31, 2011 as part of an award of 15,000 restricted shares. These vested shares were valued at the NYSE closing market price on May 31, 2013. |
(3) | 82,500 of these Common Shares are restricted. The restrictions on these Common Shares lapse as follows: 35,000 on May 20, 2014, 3,750 on June 2, 2014, 3,750 on June 1, 2015, 5,000 on May 30, 2014, 5,000 on June 1, 2015, 5,000 on May 31, 2016, 6,250 on June 2, 2014, 6,250 on June 1, 2015, 6,250 on May 31, 2016 and 6,250 on May 31, 2017. |
(4) | These options become exercisable as follows: 25,000 on May 31, 2014, 25,000 on May 31, 2015, 25,000 on May 31, 2016 and 25,000 on May 31, 2017. |