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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 | ||||||||
Stock Options (Right to Buy) | $ 24.07 | 08/07/2013 | A | 9,415 | 08/07/2014(5) | 08/07/2023 | Common Stock | 9,415 | $ 0 | 9,415 (3) | D | ||||
Stock Options (Right to Buy) | $ 24.07 | 08/07/2013 | G(4) | V | 9,415 | 08/07/2014(5) | 08/07/2023 | Common Stock | 9,415 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Cornell Henry 2 HOUSTON CENTER 909 FANNIN, SUITE 3100 HOUSTON, TX 77010 |
X |
/s/ Jeffrey P. Bennett, Attorney-in-fact | 05/01/2014 | |
**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) | This amended Form 4 is being filed to reflect the deletion of the third transaction shown under each of Table I and Table II on the Reporting Person's original Form 4 filed on August 9, 2013, which transactions incorrectly reported the indirect acquisition and holding by the Reporting Person of a number of shares of restricted Common Stock and options, respectively. The transactions reflected on this amended Form 4 are not new transactions, but are included to allow access to the reporting system and include all of the transactions that should have been reported on the original Form 4. |
(2) | All of the shares of restricted Common Stock reported above will become exercisable on 8/7/2014, conditioned on the Reporting Person's continued service with the issuer and subject to accelerated vesting under certain circumstances. |
(3) | The Reporting Person resigned from Goldman, Sachs & Co. ("Goldman Sachs") effective 5/17/2013. Accordingly, the Reporting Person's Form 4 and other Section 16 filings no longer report beneficial ownership of shares or options held by affiliates of The Goldman Sachs Group, Inc. ("GS Group"), including options to purchase 11,986 shares of common stock, which were held by the Reporting Person for the benefit of GS Group as previously reported, as the Reporting Person no longer may be deemed to beneficially own or have any pecuniary interest in any of such shares or options. |
(4) | The Reporting Person transferred this security as a gift to The Cornell Family Foundation, a charitable foundation. The Reporting Person has no pecuniary interest in any of the securities held by the foundation. |
(5) | All of the options reported above will become exercisable on 8/7/2014, conditioned on the Reporting Person's continued service with the issuer and subject to accelerated vesting under certain circumstances. |