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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) | $ 12.22 | 10/14/2009 | D | 12,500 | (2) | 04/28/2019 | Common Stock | 12,500 | $ 5.28 | 0 | D | ||||
Stock Option (right to buy) | $ 16.93 | 10/14/2009 | D | 10,000 | (3) | 02/07/2016 | Common Stock | 10,000 | $ 0.57 | 0 | D | ||||
Stock Option (right to buy) | $ 19 | 10/14/2009 | D | 6,500 | (4) | 02/13/2018 | Common Stock | 6,500 | $ 0 | 0 | D | ||||
Stock Option (right to buy) | $ 29.75 | 10/14/2009 | D | 5,100 | (5) | 02/14/2017 | Common Stock | 5,100 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Salopek Jennifer C 4645 MORENA BOULEVARD SAN DIEGO, CA 92117 |
X |
/s/ Jennifer C. Salopek | 10/14/2009 | |
**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 merger agreement between the Issuer and Advent CR Holdings, Inc. in exchange for $17.50 per share on October 14, 2009, the effective date of the merger. |
(2) | This option, which originally provided for vesting one year from the date of grant and for which the vesting was accelerated in connection with the merger, was canceled in the merger in exchange for a cash payment of $66,000, representing the number of shares subject to the option multiplied by the difference between the exercise price per share of the option and $17.50. |
(3) | This option, which originally provided for vesting one year from the date of grant and for which the vesting was accelerated in connection with the merger, was canceled in the merger in exchange for a cash payment of $5,700, representing the number of shares subject to the option multiplied by the difference between the exercise price per share of the option and $17.50. |
(4) | This option, which originally provided for vesting one year from the date of grant and for which the vesting was accelerated in connection with the merger, was canceled in the merger in exchange for a cash payment of $0, as the exercise price of the option exceeded $17.50 per share. |
(5) | This option, which was fully vested upon grant, was canceled in the merger in exchange for a cash payment of $0, as the exercise price of the option exceeded $17.50 per share. |