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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 | ||||||||
Employee Stock Option | $ 12.89 | (9) | 04/03/2016 | Common Stock | 20,000 | 20,000 | D | ||||||||
Employee Stock Option | $ 14.75 | (10) | 10/02/2016 | Common Stock | 9,393 | 9,393 | D | ||||||||
Employee Stock Option | $ 11.19 | (11) | 10/01/2017 | Common Stock | 8,560 | 8,560 | D | ||||||||
Employee Stock Option | $ 11.66 | (12) | 06/03/2018 | Common Stock | 15,082 | 15,082 | D | ||||||||
Employee Stock Option | $ 8.55 | (13) | 04/28/2019 | Common Stock | 21,086 | 21,086 | D | ||||||||
Employee Stock Option | $ 10.7 | (14) | 02/01/2020 | Common Stock | 18,612 | 18,612 | D | ||||||||
Employee Stock Option | $ 14.3 | (15) | 02/01/2021 | Common Stock | 15,012 | 15,012 | D | ||||||||
Restricted Stock Grant | $ 14.3 | (16) | 02/01/2021 | Common Stock | 2,517 | 2,517 | D | ||||||||
Restricted Stock Grant | $ 14.3 | (17) | 02/01/2021 | Common Stock | 2,098 | 2,098 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CLOUGH PHILLIP A 400 EAST PRATT STREET, SUITE 910 BALTIMORE, MD 21202-3116 |
X |
/s/ James E. Williams, by power of attorney | 04/06/2011 | |
**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 transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 10, 2010. |
(2) | Consists of the following shares sold by the following entities: (a) 5,300 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 101 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 630 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(3) | Consists of the following shares held by the following entities: (a) 1,160,595 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 22,108 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 137,956 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(4) | Mr. Philip Clough is a managing member of ABS Partners VI, LLC, the general partner of the ABS Entities. Mr. Clough disclaims beneficial ownership of these shares except to the extent of his pecuniary interest. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(5) | Consists of the following shares sold by the following entities: (a) 21,970 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 418 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 2,612 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(6) | Consists of the following shares held by the following entities: (a) 1,138,625 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 21,690 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 135,344 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(7) | Consists of the following shares sold by the following entities: (a) 6,255 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 119 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 744 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(8) | Consists of the following shares held by the following entities: (a) 1,132,370 shares by ABS Capital Partners VI, LP ("ABS VI"), (b) 21,571 shares by ABS Capital Partners VI-A, LP ("ABS VI-A"), and (c) 134,600 shares by ABS Capital Partners VI Offshore, LP ("ABS Capital Partners VI Offshore" and together with ABS VI and ABS VI-A, the "ABS Entities"). ABS Partners VI, LLC is the general partner of the ABS Entities and has voting and dispositive powers over these shares. The address for these entities affiliated with ABS Capital Partners is 400 East Pratt Street, Suite 910, Baltimore, MD 21202-3116. |
(9) | These options became fully vested on April 3, 2008. |
(10) | These options became fully vested on October 2, 2007. |
(11) | These options became fully vested on October 1, 2008. |
(12) | These options became fully vested on April 29, 2009. |
(13) | These options became fully vested on February 18, 2010. |
(14) | These options became fully vested on February 1, 2011. |
(15) | These options have a one-year vesting period such that 100% of this option grant will vest on February 1, 2012. |
(16) | These restricted shares have a one-year vesting period such that 100% of this restricted share grant will vest on February 1, 2012. |
(17) | These restricted shares have a one-year vesting period such that 100% of this restricted share grant will vest on February 1, 2012. |