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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 Option | $ 29.85 | 12/06/2011 | M | 5,825 | (4) | 01/01/2012 | Common Stock | 5,825 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MALONE MARY ALICE 1 CAMPBELL PLACE CAMDEN, NJ 08103 |
X | X |
Tara L. Smith, Attorney-in-Fact | 12/07/2011 | |
**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) | Upon termination of a grantor retained annuity trust on November 28, 2011, 550,056 shares were transferred to a follow-on trust for the benefit of the reporting person's children, the trusee of which is an unrelated third-party. The reporting person does not have a beneficial or pecuniary interest in the shares held by the follow-on trust and does not have voting or dispositive power with respect to those shares. |
(2) | Shares held indirectly by Contango LP ("Contango"). Contango is a limited partnership and Hera LLC, of which the reporting person is the sole member, is the general partner. The reporting person disclaims beneficial ownership of all of the above shares except to the extent of her pecuniary interest therein. |
(3) | Shares held by trusts for children. The reporting person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein. |
(4) | The options vested cumulatively over three years at the rate of 30%, 60%, 100% respectively on the first three anniversaries of the Grant Date. |