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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 B Common Stock, par value $0.01 per share | (3) | 01/18/2008 | C(7) | 1,000,000 | (3) | (3) | Class A Common Stock, par value $0.01 per share | 1,000,000 | $ 0 | 19,497,800 | I | See footnotes (4) (15) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LUTNICK HOWARD W C/O ESPEED, INC. 110 EAST 59TH STREET NEW YORK, NY 10022 |
X | X | Chairman, CEO and President |
/s/ Howard W. Lutnick | 01/23/2008 | |
**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) | 50,000 shares of Class A Common Stock were gifted by Cantor Fitzgerald, L.P. ("CFLP"). |
(2) | The 21,766,905 shares held indirectly by Mr. Lutnick consist of (1) 701,310 shares of Class A Common Stock held by CFLP, (2) 20,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CF Group Management, Inc. ("CFGM"), (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(3) | The shares of Class B Common Stock are convertible at any time on a one-for-one basis into shares of Class A Common Stock. |
(4) | CFGM is the Managing General Partner of CFLP, and Howard W. Lutnick is the President and sole stockholder of CFGM. Mr. Lutnick disclaims beneficial ownership of all such shares in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that Mr. Lutnick is the beneficial owner of, or has pecuniary interest in, any such excess shares for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. |
(5) | 14,416 shares of Class A Common Stock were gifted by CFLP. |
(6) | The 21,752,489 shares held indirectly by Mr. Lutnick consist of (1) 686,894 shares of Class A Common Stock held by CFLP, (2) 20,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CFGM, (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(7) | 1,000,000 shares were converted by CFLP from Class B Common Stock to Class A Common Stock. |
(8) | The 21,752,489 shares held indirectly by Mr. Lutnick consist of (1) 1,686,894 shares of Class A Common Stock held by CFLP, (2) 19,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CFGM, (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(9) | 29,915 shares of Class A Common Stock were gifted by CFLP. |
(10) | The 21,722,574 shares held indirectly by Mr. Lutnick consist of (1) 1,656,979 shares of Class A Common Stock held by CFLP, (2) 19,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CFGM, (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(11) | 21,368 shares of Class A Common Stock were gifted by CFLP. |
(12) | The 21,701,206 shares held indirectly by Mr. Lutnick consist of (1) 1,635,611 shares of Class A Common Stock held by CFLP, (2) 19,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CFGM, (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(13) | 4,274 shares of Class A Common Stock were gifted by CFLP. |
(14) | The 21,696,932 shares held indirectly by Mr. Lutnick consist of (1) 1,631,337 shares of Class A Common Stock held by CFLP, (2) 19,449,055 shares of Class B Common Stock held by CFLP, (3) 388,812 shares of Class A Common Stock held by CFGM, (4) 48,745 shares of Class B Common Stock held by CFGM, (5) 175,589 shares of Class A Common Stock held by a trust for the benefit of the descendants of Mr. Lutnick, of which Mr. Lutnick's wife is one of two trustees and Mr. Lutnick has limited powers to remove and replace such trustees, and (6) 3,394 shares of Class A Common Stock held in Mr. Lutnick's 401(k) account. |
(15) | The 19,497,800 shares held indirectly by Mr. Lutnick consist of (1) 19,449,055 shares of Class B Common Stock held by CFLP and (2) 48,745 shares of Class B Common Stock held by CFGM. |