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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 | ||||||||
Option | $ 18.89 | 05/11/2005(3) | 05/11/2010(3) | Common Stock | 5,000 | 5,000 | D | ||||||||
Option | $ 17.72 | 02/06/2008(1) | 02/06/2012(1) | Common Stock | 5,000 | 5,000 | D | ||||||||
Option | $ 19.22 | 11/08/2005(1) | 11/08/2010(1) | Common Stock | 5,000 | 5,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Schmidt Steven Mark 36 S. PENNSYLVANIA SUITE 500 INDIANAPOLIS, IN 46204 |
X |
Barry C. Paige, Attorney in Fact | 04/28/2009 | |
**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) | These options vest at a rate of 25% on the first anniversary of the grant and 25% each year thereafter until fully vested. This vesting schedule survives Mr. Schmidt's 4-24-09 retirement from the Board. |
(2) | The restricted shares granted on 10-20-08 (2062 shares) and on 2-13-09 (1509 shares) vested immediately upon Mr. Schmidt's 4-24-09 retirement from the Board of Directors. These shares were granted as payment of the Board retainer fees under the Company's 2008 Incentive Equity Plan, a plan approved by the Company's shareholders. |
(3) | These options vest at a rate of 20% per year beginning on the date of grant. This vesting schedule survives Mr. Schmidt's 4-24-09 retirement from the Board. |
(4) | Pursuant to the Company's 2007 Non-Employee Director Restricted Stock Plan, upon his 4-24-09 retirement from the Board, Mr. Schmidt received a pro-rata share (75%, i.e. 750 shares) of the 1000 shares of restricted stock the Company granted him in February 2007; accordingly, after forfeiting 250 shares, Mr. Schmidt holds a total of 4321 shares. |