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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 | ||||||||
Incentive Stock Option (right to buy) | $ 10.25 | 10/01/2001(1) | 10/01/2012 | Common Stock | 50,000 | 50,000 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $ 13.4 | 10/01/2004(1) | 05/13/2013 | Common Stock | 37,313 | 37,313 | D | ||||||||
Non-Qualified Stock Option | $ 22.73 | 01/05/2009(2) | 01/05/2016 | Common Stock | 3,850 | 3,850 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $ 30.17 | 01/05/2010(2) | 01/05/2017 | Common Stock | 2,900 | 2,900 | D | ||||||||
Restricted Share Units | (4) | 05/15/2007 | A | 13,205 | (5) | (5) | Common Stock | 13,205 | (4) | 27,763 (3) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BENOIST PETER 150 N. MERAMEC ST. LOUIS, MO 63105 |
X | Chairman |
Peter F. Benoist | 06/14/2007 | |
**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) | Effective 10/01/2004 the Board fully vested the oustanding employee and Director stock options. |
(2) | Options vest 33% per year for three years |
(3) | The Form 4 filed on May 17, 2007 and all Form 4s filed after January 2006 by the reporting person disclosed the acquisition of Restricted Share Units ("RSUs") and beneficial ownership of RSUs in Table I. This amendment restates the disclosure of such acquisition by reporting it in Table II. The May 17 Form 4 and all Form 4s filed by the reporting person after January 2006 also reported both vested and unvested RSUs as common stock beneficially owned by the reporting person. This amendment restates the number of shares of common stock beneficially owned, directly and indirectly, by the reporting person to include RSU's which have vested todate. Unvested RSUs beneficially owned, either directly or indirectly, are disclosed in Table II. |
(4) | The RSUs were granted pursuant to the Company's 2002 Stock Incentive Plan. Each RSU represents the right to receive one share of Common Stock, subject to adjustment as provided in the Grant Agreement. The May 17 Form 4 and previous Form 4s filed by the reporting person reported a purchase price equal to the fair market value of common stock on the date of the grant, however no consideration was paid by the reporting person. |
(5) | The RSUs vest at a rate of 20% annually over five years, subject to continued employment of the reporting person. Vesting occurs on December 15 of each year, commencing in the calendar year of the grant. On each vesting date, for each RSU vesting on such date, the reporting person will receive one share of Common Stock. |