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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 | ||||||||
Deferred Stock Units | (4) | 02/21/2007 | M | 52,483.88 | (4) | 02/21/2007 | Common Stock | 52,483.88 | (4) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DAVENPORT CRAIG T C/O ENDOCARE, INC. 201 TECHNOLOGY DRIVE IRVINE, CA 92618 |
X | Chairman, President & CEO |
/s/ Clint B. Davis, as attorney-in-fact | 04/25/2007 | |
**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) | Represent shares earned under the Employee DSU Program. The shares are not actually issued to Mr. Davenport until the earlier of (i) June 19, 2008, or (ii) as soon as administratively practicable following Mr. Davenport?s separation from service (but in any event no earlier than June 17, 2008), subject to the terms and conditions of the Employee DSU Program. |
(2) | Represents the DSUs withheld by the Company to cover taxes resulting from the vesting of the DSUs. |
(3) | Value based on $2.00 closing price of the Company's Common Stock on the vesting date, which was February 21, 2007. |
(4) | Each Deferred Stock Unit reflects the right to receive one share of Common Stock in the future, subject to the terms and conditions of the Employee DSU Program. |
Remarks: The original Form 4 was filed to report the vesting of 19,244.55 of the 52,483.88 deferred stock units (DSU) granted to Mr. Davenport in June 2006 under the Company?s Employee Deferred Stock Unit Program (the "Employee DSU Program"), which is described in the Form 8 K filed by the Company on May 22, 2006. This Form 4 amendment is being filed to correct the number of vested DSUs; the correct number of vested DSUs is 19,337.50. In addition, this Form 4 amendment reflects that of the 19,337.50 vested DSUs, 280.40 DSUs have been withheld by the Company to cover taxes resulting from the vesting of the DSUs. |