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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 | ||||||||
NonQualified Stock Option | $ 6.938 | 11/05/2007 | D | 6,500 | (2) | 02/26/2008 | Common Stock | 6,500 | $ 20.062 | 0 | D | ||||
NonQualified Stock Option | $ 4.968 | 11/05/2007 | D | 4,000 | (3) | 02/25/2009 | Common Shares | 4,000 | $ 22.032 | 0 | D | ||||
NonQualified Stock Option | $ 6.625 | 11/05/2007 | D | 4,000 | (4) | 02/23/2010 | Common Shares | 4,000 | $ 20.375 | 0 | D | ||||
NonQualified Stock Option | $ 9.88 | 11/05/2007 | D | 3,500 | (5) | 02/21/2011 | Common Shares | 3,500 | $ 17.12 | 0 | D | ||||
NonQualified Stock Option | $ 4.1 | 11/05/2007 | D | 3,000 | (6) | 02/20/2012 | Common Shares | 3,000 | $ 22.9 | 0 | D | ||||
NonQualified Stock Option | $ 3.44 | 11/05/2007 | D | 3,000 | (7) | 02/18/2013 | Common Shares | 3,000 | $ 23.56 | 0 | D | ||||
Stock Appreciation Rights | $ 30.23 | 11/05/2007 | D | 2,300 | (8) | 02/23/2017 | Common Shares | 2,300 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pearch Michael R 25701 SCIENCE PARK DRIVE CLEVELAND, OH 44122 |
Vice Pres. Supply Chain Mgmt. |
/s/ Aileen Liebertz Aileen Liebertz, Attorney-in-Fact for Michael R. Pearch | 11/07/2007 | |
**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) | Reflects disposition of shares in exchange for cash price indicated pursuant to the Agreement and Plan of Merger by and among Thomas & Betts Corporation, T&B Acquisition II Corp. and The Lamson & Sessions Co. |
(2) | The option, which provided for vesting in three equal annual installments beginning February 26, 1999, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(3) | The option, which provided for vesting in three equal annual installments beginning February 25, 2000, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(4) | The option, which provided for vesting in three equal annual installments beginning February 23, 2001, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(5) | The option, which provided for vesting in three equal annual installments beginning February 21, 2002, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(6) | The option, which provided for vesting in three equal annual installments beginning February 20, 2003, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(7) | The option, which provided for vesting in three equal annual installments beginning February 18, 2004, was canceled in the merger between Lamson & Sessions and Thomas & Betts in exchange for a cash payment of $27.00, minus exercise price. |
(8) | The Stock Appreciation Rights were cancelled as they are "underwater" based on the $27.00 per share cash payment per the Merger Agreement between Lamson & Sessions and Thomas & Betts. |