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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 (right to buy) | $ 1.34 | 08/07/2014(4) | M | 250,000 | 12/07/2009 | 08/07/2014 | Common Stock | 250,000 | $ 0 (5) | 0 | D | ||||
Stock Option (right to buy) | $ 1.34 | 08/07/2014(4) | M | 1,750,000 | (6) | 08/07/2014 | Common Stock | 1,750,000 | $ 0 (5) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RAI RAJAT 1925 WEST FIELD COURT SUITE 300 LAKE FOREST, IL 60045 |
Chief Executive Officer |
/s/ Rajat Rai | 08/08/2014 | |
**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) | Proceeds from the sale were used to pay exercise price and taxes due upon exercise of options. |
(2) | Reflects the weighted average sale price of the shares sold. The shares were sold in multiple trades at prices ranging from $33.14 to $34.11 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range. |
(3) | Amount of Shares Beneficially Owned Following Reported Transaction includes 26,271 unvested shares subject to a restricted stock award and 1,101,341 shares owned outright. |
(4) | Exercise of stock options that were approaching their 5-year expiration date. |
(5) | There was no consideration given in exchange for the security. |
(6) | 1,750,000 options vested upon shareholder approval of an amendment to plan and the 6 month renewals of reporting person's consulting agreement which expired on December 7, 2009 pursuant to the following vesting schedule: 250,000 options vested upon each subsequent 6 month renewal of reporting person's consulting agreement after December 7, 2009 to June 7, 2013. |