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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HARLESS KATHERINE J 2200 WEST AIRFIELD DRIVE DFW AIRPORT, TX 75261 |
X |
Belinda Belew, Attorney-in-fact for Katherine J. Harless | 03/31/2008 | |
**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) | In connection with her separation from the company, Ms. Harless forfeited 125,136 shares of restricted stock and 16,251 dividend equivalent RSUs granted to her under the company's 2007 Long Term Incentive Plan. The dividend equivalent RSUs accrued on the shares of restricted stock held by Ms. Harless when and as dividends were paid on Idearc common stock. The dividend equivalent RSUs were subject to the same vesting provisions as the shares of restricted stock to which they relate. |
(2) | In connection with her separation from the company, a prorated portion of the shares of restricted stock and dividend equivalent RSUs held by Ms. Harless vested under her award agreement. Of these shares, 3,377 shares were used to satisfy tax withholding obligations. |
Remarks: This amendment is being filed to reflect additional RSU dividend equivalents. The number of these additional RSU dividend equivalents was based on the closing price of Idearc common stock on March 13, 2008, the dividend payment date. The number of RSU dividend equivalents to which Ms. Harless was entitled to receive was not determinable at the time the Form 4 was initially filed. In addition, the number of shares of Idearc common stock Ms. Harless indirectly owned through her 401(k) account has been updated based on a plan statement that was unavailable at the time the Form 4 was initially filed. |