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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 | ||||||||
NQ Rights Option | $ 12.92 | 02/23/2006 | 03/22/2015 | Common Stock | 300,000 | 300,000 | D | ||||||||
NQ Stock Option (Right to Buy) | $ 7.64 | 01/20/2005 | 02/19/2014 | Common Stock | 500,000 | 500,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WOOD ROBERT L 199 BENSON ROAD MIDDLEBURY, CT 06749 |
President and CEO |
Robert L. Wood | 01/30/2006 | |
**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). |
(12) | 70,242 shares were distributed to the reporting person in connection with his employment agreement from Retricted Stock Account II, of which 26,333 shares were withheld to satisfy tax withholding requirements. |
(1) | Transaction date was January 20, 2005. New filing software would not accept original transaction date. |
(10) | 68,504 shares were distributed to the reporting person in connection with his employment agreement from Restricted Stock Account II, of which 21,652 shares were withheld to satisfy tax withholding requirements. |
(5) | Transaction date was January 24, 2006. Filing software would not accept the January 24, 2006 date in this Form 4 as a Form 5 for the Reporting Person was filed on January 27, 2006. |
(2) | Direct holdings increased by 46,852 shares transferred from Restricted Stock Account II. |
(11) | Transaction date was January 24, 2006. Filing software would not accept the January 24, 2006 date in this Form 4 as a Form 5 for the Reporting Person was filed on January 27, 2006. |
(3) | Transaction date was January 24, 2006. Filing software would not accept the January 24, 2006 date in this Form 4 as a Form 5 for the Reporting Person was filed on January 27, 2006. |
(8) | 34,760 shares were distributed to the reporting person in connection with the 2004-2006 Long-Term Incentive Plan from the Restricted Stock Account, of which 11,035 shares were withheld to satisfy tax withholding requirements. |
(9) | Transaction date was January 20, 2005. New filing software would not accept original transaction date. |
(7) | Transaction date was January 24, 2006. Filing software would not accept the January 24, 2006 date in this Form 4 as a Form 5 for the Reporting Person was filed on January 27, 2006. |
(6) | Direct holdings increased by 23,635 shares transferred from the 2004-2006 Long-term Incentive Plan (Restricted Stock Account I). |
(4) | Direct holdings increased by 43,909 shares transferred from Restricted Stock Account II. |