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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 (Right to Buy) | $ 3.1466 (5) | 08/11/2015 | M | 5,323 (5) | (3) | 05/04/2016 | Common Stock | 5,323 (5) | $ 0 | 0 | D | ||||
Nonqualified Stock Option (Right to Buy) | $ 3.66 (6) | 08/11/2015 | M | 9,677 (6) | (4) | 06/26/2016 | Common Stock | 9,677 (6) | $ 0 | 279,328 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LUCIA WILLIAM C 5615 HIGH POINT DRIVE IRVING, TX 75038 |
X | Chairman, President & CEO |
/s/ Eugene V. DeFelice, as attorney-in-fact for William C. Lucia | 08/12/2015 | |
**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) | These shares are indirectly owned by The William C Lucia Family Trust, a revocable trust for which Mr. Lucia is Trustee. Taking into account shares owned both directly and indirectly by family trust, Mr. Lucia beneficially owned an aggregate of 455,562 shares following the transactions reported on this Form 4. |
(2) | The shares were acquired by Mr. Lucia upon a cash exercise of employee stock options, which qualifies as exempt from Section 16(b) short-swing liability. Mr. Lucia paid the aggregate exercise price of $52,167.17 and applicable tax withholding of $35,073.23 out of personal funds, pursuant to the applicable stock option agreements. The options initially were granted on May 4, 2006 and June 26, 2006 and had expiration dates on May 4, 2016 and June 26, 2016, respectively. |
(3) | The option vested in four equal installments on May 4, 2007, 2008, 2009 and 2010. |
(4) | The option vested in four equal installments on June 26, 2007, 2008, 2009 and 2010. |
(5) | This option was initially granted covering 50,886 shares at an exercise price of $9.44 per share but was adjusted to reflect the 3-for-1 stock split of the Issuer's common shares, effected in the form of a common stock dividend. The stock dividend was distributed on August 16, 2011, to shareholders of record at the close of business on July 22, 2011. |
(6) | This option was initially granted covering 117,335 shares at an exercise price of $10.98 per share but was adjusted to reflect the 3-for-1 stock split of the Issuer's common shares, effected in the form of a common stock dividend. The stock dividend was distributed on August 16, 2011, to shareholders of record at the close of business on July 22, 2011. |