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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 | $ 25 | 12/31/2005 | D(2) | 12,500 | 05/25/2003 | 05/25/2010 | Class A Common Stock | 12,500 | $ 0 | 0 | D | ||||
Stock Option | $ 25 | 12/31/2005 | A(2) | 12,500 | 04/25/2003 | 12/31/2006 | Class A Common Stock | 12,500 | $ 0 | 12,500 | D | ||||
Stock Option | $ 35.4 | 12/31/2005 | D(3) | 12,300 | (3) | 01/02/2013 | Class A Common Stock | 12,300 | $ 0 | 0 | D | ||||
Stock Option | $ 35.4 | 12/31/2005 | A(3) | 12,300 | 12/31/2005(3) | 12/31/2006 | Class A Common Stock | 12,300 | $ 0 | 12,300 | D | ||||
Stock Option | $ 32.57 | 12/31/2005 | D(4) | 11,058 | (4) | 08/25/2013 | Class A Common Stock | 11,058 | $ 0 | 0 | D | ||||
Stock Option | $ 32.57 | 12/31/2005 | A(4) | 11,058 | 12/31/2005(4) | 12/31/2006 | Class A Common Stock | 11,058 | $ 0 | 11,058 | D | ||||
Stock Option | $ 46 | 09/01/2001 | 09/01/2008 | Class A Common Stock | 3,850 | 3,850 | D | ||||||||
Stock Option | $ 41.5625 | 09/01/2002 | 12/31/2008 | Class A Common Stock | 4,259 | 4,259 | D | ||||||||
Stock Option | $ 28.5 | 09/01/2003 | 12/31/2008 | Class A Common Stock | 6,456 | 6,456 | D | ||||||||
Stock Option | $ 27.95 | 09/01/2004 | 12/31/2008 | Class A Common Stock | 6,887 | 6,887 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FINK RICHARD 97 OAK RIDGE TRAIL MINNETONKA, MN 55305 |
Former 10% holder |
/s/ Richard Fink | 01/04/2006 | |
**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) | Under a Stockholders Agreement dated June 14, 1985, these shares of Class B Common Stock were converted as of 12/31/05, the date of the Reporting Person's retirement, into shares of Class A Common Stock, subject to completion of documentation of the cancellation of the Class B Common Stock certificates. |
(2) | This stock option was amended in connection with Mr. Fink's retirement on December 31, 2005, with the amendment reported herein as the disposition of an outstanding option and the simultaneous grant of a new option with the following amended terms: The post-termination exercise period was extended to the date twelve months after termination of employment. Before the amendment, the option provided that it could be exercised for three months after termination of employment. |
(3) | This stock option was amended in connection with Mr. Fink's retirement on December 31, 2005, with the amendment reported herein as the disposition of an outstanding option and the simultaneous grant of a new option with the following amended terms: (A) The post-termination exercise period was extended to the date twelve months after termination of employment. Before the amendment, the option provided that it could be exercised for three months after termination of employment. (B) The vesting of the option was accelerated to December 31, 2005 with respect to the final installment of 4,100 shares, originally scheduled to vest on January 2, 2006. |
(4) | This stock option was amended in connection with Mr. Fink's retirement on December 31, 2005, with the amendment reported herein as the disposition of an outstanding option and the simultaneous grant of a new option with the following amended terms: (A) The post-termination exercise period was extended to the date twelve months after termination of employment. Before the amendment, the option provided that it could be exercised for three months after termination of employment. (B) The vesting of the option was accelerated to December 31, 2005 with respect to the final installment of 3,686 shares, originally scheduled to vest on August 25, 2006. |