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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 | ||||||||
Stock Option (Right to Buy) | $ 0.97 | 05/29/2008 | A | 12,500 | (1) | 05/28/2018 | Common Stock | 12,500 | $ 0 | 12,500 | D | ||||
Restricted Stock Units | (2) | 05/29/2008 | A | 6,250 | (3) | (3) | Common Stock | 6,250 | $ 0 | 6,250 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ABEL DOUGLAS 810 SEVENTH AVENUE, 4TH FLOOR NEW YORK, NY 10019 |
X |
/s/ Douglas Abel | 06/01/2008 | |
**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) | This option vests and becomes exercisable in 12 equal installments on each monthly anniversary of the date of grant (May 29, 2008). The option will become fully vested and exercisable upon a Fundamental Transaction, as such capitalized term is defined in the Issuer's 2006 Equity Incentive Plan (the "Plan"). |
(2) | This award of restricted stock units ("RSUs") is made pursuant to the Plan. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. |
(3) | This award of RSUs vests upon the earliest of a Fundamental Transaction, as such capitalized term is defined in the Plan, or the expiration of 12 months of continuous service as a director of the Issuer. The vested shares of the Issuer's Common Stock will be delivered to the reporting person as soon as administratively practicable after the vesting date. |