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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549ANNUAL STATEMENT 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 2270 (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 at End of Issuer's Fiscal Year (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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(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
Option (Right to buy) | $ 38.12 | Â | Â | Â | Â | Â | 12/15/1995 | 12/15/2005 | Common Shares | Â | 3,614 | Â | ||
Option (Right to buy) | $ 47.6 | Â | Â | Â | Â | Â | 12/15/1996 | 12/15/2006 | Common Shares | Â | 13,233 | Â | ||
Option (Right to buy) | $ 43.88 | Â | Â | Â | Â | Â | 12/15/1997 | 12/15/2007 | Common Shares | Â | 11,770 | Â | ||
Option (Right to buy) | $ 39.75 | Â | Â | Â | Â | Â | 12/15/1998 | 06/22/2008 | Common Shares | Â | 27,300 | Â | ||
Option (Right to buy) | $ 43.75 | Â | Â | Â | Â | Â | Â (4) | 11/05/2007 | Common Shares | Â | 54,600 | Â | ||
Option (Right to buy) | $ 66.75 | Â | Â | Â | Â | Â | 12/15/1999 | 04/30/2009 | Common Shares | Â | 27,850 | Â | ||
Option (Right to buy) | $ 105.13 | Â | Â | Â | Â | Â | 12/15/2000 | 05/05/2010 | Common Shares | Â | 32,000 | Â | ||
Option (Right to buy) | $ 121.12 | Â | Â | Â | Â | Â | Â (5) | 09/16/2010 | Common Shares | Â | 56,720 | Â | ||
Option (Right to buy) | $ 99.44 | Â | Â | Â | Â | Â | 12/15/2001 | 04/30/2011 | Common Shares | Â | 29,429 | Â | ||
Option (Right to buy) | $ 60.2 | Â | Â | Â | Â | Â | 12/15/2002 | 08/19/2012 | Common Shares | Â | 68,215 | Â | ||
Option (Right to buy) | $ 52.92 | Â | Â | Â | Â | Â | 12/15/2003 | 07/03/2013 | Common Shares | Â | 65,567 | Â | ||
Option (Right to buy) | $ 66 | Â | Â | Â | Â | Â | 12/15/2004 | 05/08/2014 | Common Shares | Â | 67,540 | Â | ||
Series A Common Shares | Â | 11/22/2004 | Â | G | Â | 292 | Â (1) | Â (1) | Common Shares | (1) | 946,797.1 (2) | By Voting Trust | ||
Series A Common shares | Â | 12/31/2004 | Â | J(7) | 2,506.4 | Â | Â (1) | Â (1) | Common Shares | (1) | 946,797.1 (2) | By Voting Trust | ||
Deferred Compensation | Â | 12/31/2004 | Â | J | 77 | Â | Â (3) | Â (3) | Common Shares | (3) | 12,045.164 | Â | ||
Series A Common Shares | Â | 12/31/2004 | Â | J(7) | 48.7 | Â | Â (1) | Â (1) | Common Shares | (1) | 5,225.7 | By Wife | ||
Series A Common Shares | Â | 12/31/2004 | Â | J(7) | 116.6 | Â | Â (1) | Â (1) | Common Shares | (1) | 12,515.5 | Â | ||
Series A Common Shares | Â | 04/21/2004 | Â | J(9)(10) | Â | 0 (9) (10) | Â (1) | Â (1) | Common Shares | (9) (10) | 862,693 | By family partnership through Voting Trust | ||
Series A Common shares | Â | 04/21/2004 | Â | J(9)(10) | 0 (9) (10) | Â | Â (1) | Â (1) | Common Shares | (9) (10) | 862,693 | By family partnership thirough Voting Trust |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CARLSON LEROY T JR 30 N. LASALLE ST., STE. 4000 CHICAGO, IL 60602 |
 X |  |  President and CEO |  |
Julie D. Mathews, by power of atty | 08/18/2005 | |
**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) | Series A Common shares are convertible, on a share-for-share basis, into common. |
(2) | Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these shares, 82,979.9 (including 15,513.9 acquired in dividend reinvestment) are held as custodian for children and 8,989.7 (including 1032.7 acquired in dividend reinvestment) are held by spouse, and 679,898.7 (including 9901.7 acquired in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner. Of the remaining shares, 2658.7 were earned pursuant to a dividend reinvestment plan. Reporting person disclaims beneficial ownership of shares owned by wife and as custodian for children. In addition, 862,693 Series A common Shares owned by family partnership are held in the voting trust, but are reported as below as discussed in footnote 9. |
(3) | Reporting person deferred 1998 bonus pursuant to the TDS 1998 Long Term Incentive Plan. The deferred bonus was 2284.36 shares and the employer match was 662.46 shares which vests ratably at a rate of 33%, 33%, 34% on 12/31/99, 12/31/00 and 12/31/01. Reporting person deferred 2000 bonus and received 2773.16 shares in deferred bonus and 804.22 shares in employer match with vests ratably at 33%, 33%, 34% on 12/31/01, 12/31/02, 12/31/03. Reporting person deferred 2002 bonus and received 4204.45 shares in deferred bonus and 1051.114 in employer match which vests ratably at 33%, 33%, 34% in 12/31/03, 12/31/04 and 12/31/05. In prior years, reporting person had accumulated 188.4 in dividend reinvestment shares, including the 2004 dividend reinvestment, the reporting person now has 265.4 shares in dividend reinvestment. |
(4) | Granted under the TDS 1998 Long Term Incentive Plan. The option is exercisable with respect to 18,200 common shares on 12/15/98, 12/15/99 and on 12/15/00 for a total of 54,600. |
(5) | Granted under the TDS 1998 Long Term Incentive Plan. The option is exercisable with respect to 14,180 common shares on 12/15/01, 12/15/02, 12/15/03 and 12/15/04 for a total of 56,720 common shares. |
(6) | Voluntary reporting of shares acquired in 2004 in the TDS 401K. The information is based on a plan statement dated 12/31/04. The number of shares fluctuates and is attributable to the price of the shares on 12/31/04. |
(7) | Voluntary reporting of shares acquired through dividend reinvestment in 2004. |
(8) | Reporting person was granted 13,114 common shares of which 9,500 were previously exercised. |
(9) | The reported securities are held indirectly by a family limited partnership of which the reporting person and his spouse each hold 500 general partnership interests and collectively hold 99,000 limited partnership interests. On April 21, 2004, the reporting person transferred 328.79 limited partnership interests to his spouse in consideration for $350.64 per unit. At the time of such transfer, the family limited partnership held voting trust certificates representing 862,693 Series A Common Shares, which are convertible into Common Shares. The reporting person reports all securities held by such family limited partnership. Accordingly, the transfer of limited partnership interests did not result in any change in the number of securities reported as beneficially owned by the reporting person. Nevertheless, reporting person is voluntarily reporting the transfer of limited partnership interests. |
(10) | Reporting person disclaims beneficial ownership of shares by spouse and as custodian for children. |