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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) | $ 11.793 | 03/10/2010 | D(2) | 35,697 | 02/10/2001(2) | 04/03/2012 | Common Stock | 35,697 | $ 0 (2) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 11.793 | 03/10/2010 | A(2) | 35,697 | 02/10/2001(2) | 04/03/2012 | Common Stock | 35,697 | $ 0 (2) | 35,697 | D | ||||
| Stock Option (Right to Buy) | $ 11.793 | 03/10/2010 | D(3) | 53,643 | 07/24/2001(3) | 04/03/2012 | Common Stock | 53,643 | $ 0 (3) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 11.793 | 03/10/2010 | A(3) | 53,643 | 07/24/2001(3) | 04/03/2012 | Common Stock | 53,643 | $ 0 (3) | 53,643 | D | ||||
| Stock Option (Right to Buy) | $ 9.001 | 03/10/2010 | D(4) | 33,352 | 03/30/2002(4) | 03/30/2011 | Common Stock | 33,352 | $ 0 (4) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 9.001 | 03/10/2010 | A(4) | 33,352 | 03/30/2002(4) | 03/30/2011 | Common Stock | 33,352 | $ 0 (4) | 33,352 | D | ||||
| Stock Option (Right to Buy) | $ 22.0295 | 03/10/2010 | D(5) | 7,149 | 10/27/2001(5) | 10/27/2010 | Common Stock | 7,149 | $ 0 (5) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 22.0295 | 03/10/2010 | A(5) | 7,149 | 10/27/2001(5) | 10/27/2010 | Common Stock | 7,149 | $ 0 (5) | 7,149 | D | ||||
| Stock Option (Right to Buy) | $ 11.793 | 03/10/2010 | D(6) | 64 | 02/10/2001(6) | 04/02/2012 | Common Stock | 64 | $ 0 (6) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 11.793 | 03/10/2010 | A(6) | 64 | 02/10/2001(6) | 04/02/2012 | Common Stock | 64 | $ 0 (6) | 64 | D | ||||
| Stock Option (Right to Buy) | $ 4.848 | 03/10/2010 | D(7) | 22,284 | 11/04/2003(7) | 11/04/2010 | Common Stock | 22,284 | $ 0 (7) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 4.848 | 03/10/2010 | A(7) | 22,284 | 11/04/2003(7) | 11/04/2010 | Common Stock | 22,284 | $ 0 (7) | 22,284 | D | ||||
| Stock Option (Right to Buy) | $ 4.848 | 03/10/2010 | D(7) | 13,466 | 11/04/2003(7) | 11/03/2012 | Common Stock | 13,466 | $ 0 (7) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 4.848 | 03/10/2010 | A(7) | 13,466 | 11/04/2003(7) | 11/03/2012 | Common Stock | 13,466 | $ 0 (7) | 13,466 | D | ||||
| Stock Option (Right to Buy) | $ 9.001 | 03/10/2010 | D(8) | 800 | 03/30/2002(8) | 03/29/2010 | Common Stock | 800 | $ 0 (8) | 0 | D | ||||
| Stock Option (Right to Buy) | $ 9.001 | 03/10/2010 | A(8) | 800 | 03/30/2002(8) | 03/29/2010 | Common Stock | 800 | $ 0 (8) | 800 | D | ||||
| Stock Option (Right to Buy) | $ 8.39 | 03/10/2010 | A | 4,000 | 03/10/2011(9) | 03/10/2020 | Common Stock | 4,000 | $ 0 | 4,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| DECKER DWIGHT W 4000 MACARTHUR BLVD., EAST TOWER NEWPORT BEACH, CA 92660 |
X | |||
| /s/ Brandi Steege | 03/12/2010 | |
| **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) | The acquisition represents an award of restricted stock units subject to vesting upon the reporting person's retirement or resignation from the board of directors of the Company under certain circumstances. Upon vesting, the restricted stock units shall be settled in the form of the Company's common stock. |
| (2) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on February 10, 2000 and provided for vesting in four equal annual installments commencing on February 10, 2001. |
| (3) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on July 24, 2000 and provided for vesting in four equal annual installments commencing on July 24, 2001. |
| (4) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on March 30, 2001 and provided for vesting in three annual installments as to 50% commencing on March 30, 2002, and 25% each year thereafter. |
| (5) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on October 27, 2000 and provided for vesting in two equal annual installments commencing on October 27, 2001. |
| (6) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on February 10, 2000 and provided for vesting in four equal annual installments commencing on February 10, 2001. |
| (7) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on November 4, 2002 and provided for vesting in four equal annual installments commencing on November 4, 2003. |
| (8) | The two reported transactions involved an amendment of the outstanding option to extend the exercisability of the option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on March 30, 2001 and provided for vesting in three annual installments as to 50% commencing on March 30, 2002, and 25% each year thereafter. |
| (9) | The acquisition represents an award of stock options subject to vesting in four approximately equal installments on each of the first, second, third and fourth anniversaries of the award date. |