|
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 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 4.19 | 08/29/2008 | A(2) | 25,504 | (3) | 12/04/2012 | Common Stock | 25,504 | $ 4.19 | 25,504 | D | ||||
Employee Stock Option (right to buy) | $ 8.37 | 08/29/2008 | A(2) | 12,750 | (3) | 12/04/2012 | Common Stock | 12,750 | $ 8.37 | 12,750 | D | ||||
Employee Stock Option (right to buy) | $ 18.83 | 08/29/2008 | A(2) | 84,209 | (4) | 11/08/2015 | Common Stock | 84,209 | $ 18.83 | 84,209 | D | ||||
Employee Stock Option (right to buy) | $ 33.88 | 08/29/2008 | A(2) | 19,126 | (5) | 02/02/2017 | Common Stock | 19,126 | $ 33.88 | 19,126 | D | ||||
Employee Stock Option (right to buy) | $ 45.84 | 08/29/2008 | A(2) | 27,495 | (6) | 11/30/2017 | Common Stock | 27,495 | $ 45.84 | 27,495 | D | ||||
Employee Stock Option (right to buy) | $ 45.84 | 08/29/2008 | A(2) | 31,261 | (7) | 12/11/2017 | Common Stock | 31,261 | $ 45.84 | 31,261 | D | ||||
Employee Stock Option (right to buy) | $ 18.83 | 08/29/2008 | A(2) | 126,314 | (3) | 11/08/2015 | Common Stock | 126,314 | $ 18.83 | 126,314 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hirani Sunil G. 2100 RIVEREDGE PARKWAY SUITE 500 ATLANTA, GA 30328 |
CEO Creditex Group Inc |
/s/ Andrew J. Surdykowski, Attorney-in-fact | 09/03/2008 | |
**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) | Represents shares of common stock of the Issuer received by the reporting person in connection with the exchange of shares of Creditex Group, Inc., a Delaware corporation ("Creditex"), pursuant to an Agreement and Plan of Merger between the Issuer, Creditex and Columbia Merger Corporation, formerly a wholly-owned subsidiary of ICE ("MergerCo"). Pursuant to the Agreement and Plan of Merger, MergerCo was merged with and into Creditex, with Creditex being the surviving corporation. As a result of the merger, Creditex became a wholly-owned subsidiary of the Issuer. The acquisition of these securities was approved by the Issuer's board of directors in compliance with Rule 16b-3. |
(2) | Represents Issuer stock options received by the reporting person in connection with the exchange of stock options for common stock of Creditex, pursuant to an Agreement and Plan of Merger between the Issuer, Creditex and MergerCo. Pursuant to the Agreement and Plan of Merger, MergerCo was merged with and into Creditex, with Creditex being the surviving corporation. As a result of the merger, Creditex became a wholly-owned subsidiary of the Issuer. The acquisition of these securities was approved by the Issuer's board of directors in compliance with Rule 16b-3. |
(3) | These options are fully vested. |
(4) | Vesting occurs quarterly over four years. The first vesting occurred on August 1, 2005. |
(5) | These options vest in accordance with the following schedule: 25% of the options vested on January 1, 2008 and the remaining 75% of the options vest in 12.5% installments semi-annually over three years. |
(6) | These options vest in accordance with the following schedule: 25% of the options will vest on November 30, 2008 and the remaining 75% of the options vest in 12.5% installments semi-annually over three years. |
(7) | These options vest in accordance with the following schedule: 25% of the options will vest on December 31, 2008 and the remaining 75% of the options vest in 12.5% installments semi-annually over three years. |