1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Non-Qualified Stock Option (right to buy)
|
Â
(2)
|
12/04/2011 |
Common Stock
|
5,200
|
$
25.11
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(3)
|
08/01/2010 |
Common Stock
|
4,500
|
$
25.4375
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(4)
|
12/06/2010 |
Common Stock
|
3,500
|
$
27.0625
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(3)
|
12/08/2009 |
Common Stock
|
4,300
|
$
30.75
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(5)
|
12/02/2012 |
Common Stock
|
14,000
|
$
31.38
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(6)
|
12/15/2013 |
Common Stock
|
9,500
|
$
32.96
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(7)
|
12/09/2008 |
Common Stock
|
4,000
|
$
36.5625
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
06/30/1999(8)
|
06/30/2008 |
Common Stock
|
1,250
|
$
43.0625
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(9)
|
01/24/2015 |
Common Stock
|
15,000
|
$
46.02
|
D
|
Â
|
Phantom Stock
|
Â
(10)
|
Â
(10)
|
Common Stock
|
159.658
|
$
(10)
|
D
|
Â
|
Series B Preferred Stock
|
Â
(11)
|
Â
(11)
|
Common Stock
|
94.9389
|
$
(11)
|
I
|
by 401(k)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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 shares were acquired under the CNF Employee Stock Purchase Plan |
(2) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2003 - Option fully vested on January 1, 2006. |
(3) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2001 - Option fully vested on January 1, 2004. |
(4) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2002 - Option fully vested on January 1, 2005. |
(5) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2004 - Option fully vested on January 1, 2007. |
(6) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2005 - Option fully vested on January 1, 2008. |
(7) |
This option vests in four annual equal installments, with the first installment vesting on January 1, 2000 - Option fully vested on January 1, 2003 |
(8) |
Options vested in full one year from grant date. |
(9) |
This option vests in three annual equal installments, with the first installment vesting on January 1, 2006 - Option fully vested on January 1, 2008. |
(10) |
Shares of phantom stock are acquired on a 1-for1 basis either upon an election to convert a stated amount of their existing balance or through the reinvestment of dividend-equivalents under terms of the Deferred Compensation Plan. Phantom stock becomes payable, in cash or common stock, at the discretion of the Compensation Committee, upon the reporting person's termination of employment. |
(11) |
These shares were acquired under the CNF Thrift and Stock Plan as matching contributions or in lieu of cash dividends on other Series B preferred. Each Series B share converts to 4.708 shares of common stock at the option of the Trustee. Upon termination of plan participation each Series B preferred share, with a market value of $152.10, is converted to the equivalent number of common shares, but in no event fewer than 4.708 shares. |