UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Option-right to buy | 10/01/2004(6) | 10/01/2012(6) | Common Stock | 750 | $ 19.4212 | D | Â |
Option-right to buy | 02/20/2006(7) | 02/19/2013(7) | Common Stock | 1,500 | $ 19.574 | D | Â |
Option-right to buy | 02/19/2009(8) | 02/18/2011(8) | Common Stock | 1,650 | $ 24.2168 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Rabbitt Kevin M GES EXPOSITION SERVICES, INC. 950 GRIER DRIVE LAS VEGAS, NV 89119 |
 |  |  President & CEO | GES Exposition Services, Inc. |
Scott E. Sayre, Attorney-in-Fact | 01/05/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | Performance-based restricted stock awarded February 2003 pursuant to 1997 Viad Corp Omnibus Incentive Plan. |
(2) | Performance-based restricted stock awarded February 2004 pursuant to 1997 Viad Corp Omnibus Incentive Plan. |
(3) | Restricted Stock awarded February 2003 pursuant to 1997 Viad Corp Omnibus Incentive Plan. |
(4) | Restricted Stock awarded February 2005 pursuant to 1997 Viad Corp Omnibus Incentive Plan. |
(5) | The information is current as of this filing date. |
(6) | Granted pursuant to 1997 Viad Corp Omnibus Incentive Plan; each ten-year option contains the right to surrender the option for cash, which right is only exercisable during certain tender offers. The Corporation may permit a participant exercising an option to surrender already owned stock in payment of exercise price, and to surrender stock, to which participant is entitled as a result of such exercise, to satisfy a tax withholding requirement. 50% of options are exercisable one year after grant and 100% exercisable two years after grant, except that exercisability is accelerated in certain circumstances. |
(7) | Granted pursuant to 1997 Viad Corp Omnibus Incentive Plan, as amended 5-14-2002; each ten-year option contains the right to surrender the option for cash, which right is only exercisable during certain tender offers. The Corporation may permit a participant exercising an option to surrender already owned stock in payment of exercise price, and to surrender stock, to which participant is entitled as a result of such exercise, to satisfy a tax withholding requirement. 33 1/3% of options are exercisable one year after grant, 33 1/3% are exercisable two years after grant and the remaining balance are exercisable three years after grant. |
(8) | Granted pursuant to 1997 Viad Corp Omnibus Incentive Plan in connection with election as a director of the Corporation. Each seven-year option contains the right to surrender the option for cash, which right is only exercisable during certain tender offers. The Corporation may permit a participant exercising an option to surrender already owned stock in payment of exercise price, and to surrender stock, to which participant is entitled as a result of such exercise, to satisfy a tax withholding requirement. 20% of options are exercisable one year after grant, 20% are exerciseable two years after grant, 20% after three years, 20% after four years, and the balance any time after five years from the grant date, except that exercisability is accelerated in certain circumstances. |
 Remarks: Note: Also see attached Exhibit EX-24 power of attorney. |