CUSIP
No. |
92240M-10-8 |
Page | 2 |
of | 4 |
1 | NAMES OF REPORTING PERSONS Bennett S. LeBow |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) |
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(a) o | |||||||||||
(b) o | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
United States | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 9,452,183 (see item 5) | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 115,076 | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 9,452,183 (see item 5) | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
115,076 | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
9,567,259 (see item 5) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
13.7% | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
IN |
CUSIP
No. |
92240M-10-8 |
Page | 3 |
of | 4 |
(a) | As of May 15, 2009, the Reporting Person was the indirect beneficial owner of, in the aggregate, 9,567,259 shares of Common Stock, which constituted approximately 13.7% of the 66,514,825 shares of Common Stock outstanding as reported in the Companys Form 10-Q for the period ended March 31, 2009 (plus 3,065,713 shares acquirable by the Reporting Persons assignees upon exercise of currently exercisable options). The Reporting Persons beneficial ownership includes currently exercisable options for 3,065,713 shares granted to the Reporting Person, pursuant to the Companys 1999 Long-Term Incentive Plan described in Amendment No. 7 to the Schedule 13D. | ||
(b) | The Reporting Person indirectly exercises sole voting power and sole dispositive power over (i) 5,729,585 shares of Common Stock through LeBow Gamma Limited Partnership, a Nevada limited partnership, (ii) 656,885 shares of Common Stock held by LeBow Epsilon Investments Trust and (iii) 3,065,713 shares acquirable by LeBow Epsilon Investments Trust, as assignee of the Reporting Person, upon exercise of currently exercisable options to purchase Common Stock. LeBow Holdings, Inc., a Nevada corporation, is the sole stockholder of LeBow Gamma, Inc., a Nevada corporation, which is the general partner of LeBow Gamma Limited Partnership. The Reporting Person is a director, officer and sole shareholder of LeBow Holdings, Inc., a director and officer of LeBow Gamma, Inc. and the sole trustee of LeBow Epsilon Investments Trust. The Bennett and Geraldine LeBow Foundation, Inc., a Florida not-for-profit corporation, of which the Reporting Person and family members serve as directors and executive officers, owns 115,076 shares of Common Stock. The Reporting Person possesses shared voting power and shared dispositive power with the other directors of the foundation with respect to the foundations shares of Common Stock. | ||
(c) | On May 15, 2009, LeBow Gamma Limited Partnership transferred 1,000,000 shares of Common Stock to LeBow Alpha LLLP. LeBow Holdings, Inc. is the general partner of LeBow Alpha LLLP. On that date, LeBow Alpha LLLP transferred 1,000,000 shares of Common Stock to LeBow Family Irrevocable Trust, a trust whose beneficiaries are the children and grandchildren of the Reporting Person. The Reporting Person does not possess voting or dispositive power with respect to these shares. |
CUSIP
No. |
92240M-10-8 |
Page | 4 |
of | 4 |
/s/ Bennett S. LeBow | ||||
Bennett S. LeBow | ||||