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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 | ||||||||
Class G Preferred Stock | (1) | 05/15/2007 | C | 40,000 | (1) | (1) | Common | (1) | (1) | 0 | I | See Footnote 3. (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FORDYCE JAMES H 130 MAIN STREET NEW CANAAN, CT 06840 |
X |
James H. Fordyce, By: Michael C. Salvator, Attorney-in-Fact | 05/16/2007 | |
**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) | Upon closing of the issuer's initial public offering, the Class G Preferred Stock automatically converted into 7,977,663 shares of Common Stock. |
(2) | Shares sold in the issuer's initial public offering. |
(3) | Shares were owned by J. H. Whitney VI, L.P. ("Whitney VI"). The undersigned is a managing member of J. H. Whitney Equity Partners VI, LLC, the general partner of Whitney VI, and has an interest in a limited partner of Whitney VI. The undersigned may be deemed to share voting and dispositive power with respect to securities owned by Whitney VI. The undersigned disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
(4) | Shares distributed to partners of Whitney VI as part of a pro rata distribution pursuant to the Whitney VI Partnership Agreement. |
(5) | Shares owned by Secotan, LLC. The undersigned is manager of Secotan, LLC and may be deemed to share voting and dispositive power with respect to such shares. The undersigned disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |