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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 Options (Right to buy) | $ 22.03 | 08/31/2005 | D | 34,800 | (2)(3) | 02/10/2013 | Common Stock | 34,800 | $ 0 (3) | 0 | D | ||||
Stock Options (Right to buy) | $ 23.9 | 08/31/2005 | D | 3,625 | (2)(3) | 02/15/2012 | Common Stock | 3,625 | $ 0 (3) | 0 | D | ||||
Stock Options (Right to buy) | $ 29 | 08/31/2005 | D | 54,375 | (2)(3) | 02/02/2014 | Common Stock | 54,375 | $ 0 (3) | 0 | D | ||||
Stock Options (Right to buy) | $ 31.79 | 08/31/2005 | D | 42,895 | (3)(4) | 02/08/2015 | Common Stock | 42,895 | $ 0 (3) | 0 | D | ||||
Stock Options (Right to buy) | $ 37.0625 | 08/31/2005 | D | 59,548 | (3)(5) | 02/05/2009 | Common Stock | 59,548 | $ 0 (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KOCOL ROBERT S ONE STORAGETEK DRIVE LOUISVILLE, CO 80028 |
Corporate VP and CFO |
Donald H. Kronenberg, Attorney-in-Fact | 09/02/2005 | |
**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). |
(2) | One-fourth of the option shares vest on each of the first four anniversaries of the date of grant. |
(3) | Notwithstanding the original option vesting schedule cited in other footnotes to this form, all unvested shares were accelerated at the effective time of the merger. This option was assumed by Sun Microsystems in the merger and replaced with an option to purchase a number of Sun shares determined by multiplying 10.1788 (the "Option Ratio") by the number of underlying Storage Technology option shares and rounding down to the nearest whole number. The per share exercise price for the replacement option has been adjusted to a price determined by dividing the per share exercise price of the Storage Technology option by 10.1788, the Option Ratio, and rounding up to the nearest whole cent. |
(1) | Disposed of pursuant to merger agreement between Storage Technology Corporation and Sun Microsystems in exchange for a cash consideration of $37.00 per share on the effective date of the merger. |
(5) | All options currently exercisable |
(4) | All shares in this award will vest four years from the date of grant, except that the vesting of one-fourth of the shares in the award may be accelerated on each of the first, second and third anniversaries of the date of grant if StorageTek meets predetermined performance criteria, set by the Human Resources and Compensation Committee of the Board of Directors. |