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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 | ||||||||
Subscription Rights | $ 10 | 08/12/2010 | P(1) | 27,334 | 07/29/2010 | 08/18/2010 | Preferred Stock | 27,334 | $ 0.48 (2) | 105,063 | D | ||||
Subscription Rights | $ 10 | 08/12/2010 | S | 500 | 07/29/2010 | 08/18/2010 | Preferred Stock | 500 | $ 0.59 | 104,563 | D | ||||
Subscription Rights | $ 10 | 08/13/2010 | S | 25,834 | 07/29/2010 | 08/18/2010 | Preferred Stock | 25,834 | $ 0.59 | 70,431 (3) | D | ||||
Subscription Rights | $ 10 | 08/13/2010 | S | 12,005 | 07/29/2010 | 08/18/2010 | Preferred Stock | 12,005 | $ 0.59 | 1,300 | I (4) | By Family Limited Partnership | |||
Subscription Rights | $ 10 | 08/13/2010 | S | 9,956 | 07/29/2010 | 08/18/2010 | Preferred Stock | 9,956 | $ 0.59 | 500 | I (4) | By GRAT | |||
Subscription Rights | $ 10 | 08/13/2010 | S | 9,956 | 07/29/2010 | 08/18/2010 | Preferred Stock | 9,956 | $ 0.59 | 500 | I (4) | By Spouse's GRAT | |||
Subscription Rights | $ 10 | 07/29/2010 | 08/18/2010 | Preferred Stock | 2,400 | 2,400 | I (4) | By Spouse | |||||||
Subscription Rights | $ 10 | 07/29/2010 | 08/18/2010 | Preferred Stock | 8,500 | 8,500 | I | By Controlled Corporation | |||||||
Subscription Rights | $ 10 | 07/29/2010 | 08/18/2010 | Preferred Stock | 9,855 | 9,855 | I (4) | By Charitable Family Foundation |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Sere J Darby 909 FANNIN STREET SUITE 1850 HOUSTON, TX 77010 |
X | President and CEO |
/s/ J. Darby Sere | 08/16/2010 | |
**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) | The reporting person's purchase of subscription rights reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934. The reporting person has agreed to pay to the issuer, upon settlement of the purchase, the full amount of the profit realized in connection with the short-swing transaction, less transaction costs. |
(2) | The price is a weighted average price. These subscription rights were purchased in multiple transactions at prices ranging from $.36 to $.59, inclusive, per right. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of subscription rights purchased at each separate price within the ranges set forth in this Form 4. |
(3) | Excludes 8,298 subscription rights previously owned directly by the reporting person, which were transferred to a controlled corporation on August 12, 2010. |
(4) | The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the reported securities for purposes of Section 16 or for any other purpose. |