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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 | ||||||||
Director Stock Option (Right to Buy) | $ 22.55 | 11/18/2009 | A | 5,549 | (3) | 11/18/2010 | Common Stock | 5,549 | $ 0 | 5,549 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CALBERT MICHAEL M C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 2800 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X |
/s/ Susan S. Lanigan, Attorney-in-Fact | 11/19/2009 | |
**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 shares of common stock were purchased through the directed share program as part of the Issuer's initial public offering. |
(2) | Restricted stock units which represent a contingent right to receive shares of common stock upon vesting. The restricted stock units vest in three equal installments on each of the first, second, and third annual shareholders' meetings of the Issuer immediately following the transaction date. |
(3) | The option vests in four annual installments of 25% beginning on November 18, 2010. |
Remarks: Mr. Calbert, an executive of Kohlberg Kravis Roberts & Co. L.P. ("KKR") and/or one or more of its affiliates, is a member of the Issuer's board of directors. Certain affiliates of KKR have separately reported securities of the Issuer that they may be deemed to beneficially own. Mr. Calbert disclaims beneficial ownership of any securities of the Issuer that may be deemed to be beneficially owned by affiliates of KKR. |