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FORM 4
[ ] Check this box if no longer
subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). (Print or Type Responses) |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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1. Name and Address of Reporting Person*
Markels, Jr., Michael
(Last) (First) (Middle)
6850 Versar Center
(Street)
Springfield, VA 22151
(City) (State) (Zip)
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2. Issuer Name and Ticker or Trading Symbol Versar, Inc. VSR
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6. Relationship of Reporting Person(s) to Issuer
(Check all applicable) X Director
X 10% Owner
Officer
Other
7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) |
4. Statement for Month/Day/Year December 31, 2002
5. If Amendment,
Date of Original (Month/Day/Year) 03/14/2003
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1. Title of Security (Instr. 3) |
2. Transaction Date
(Month/Day/Year) |
2A. Deemed
Execution Date, if any (Month/Day/Year) |
3. Transaction Code and Voluntary Code (Instr. 8) Code | V
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4. Securities Acquired (A) or Disposed (D) Of (Instr. 3, 4, and 5) Amount | A/D | Price
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5. Amount of
Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) |
6. Owner-
ship Form: Direct(D) or Indirect (I) (Instr. 4) |
7. Nature of
Indirect Beneficial Ownership (Instr. 4) |
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Common Stock
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Sold 3-13-2003
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S |
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1000.00 | D | $1.88
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D
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Common Stock
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A |
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419149.00 | A |
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D
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Common Stock
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10/21/2002
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S |
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1000.00 | D | $2,000.00
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D
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Common Stock
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11/06/2002
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S |
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2000.00 | D | $4,000.00
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D
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Common Stock
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11/11/2002
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S |
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1000.00 | D | $2,100.00
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D
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Common Stock
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11/18/2002
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S |
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1000.00 | D | $2,050.00
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D
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Common Stock
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11/25/2002
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S |
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1000.00 | D | $2,030.00
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D
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Common Stock
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12/02/2002
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S |
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1000.00 | D | $2,060.00
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D
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Common Stock
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12/12/2002
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S |
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1000.00 | D | $2,000.00
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D
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Common Stock
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12/16/2002
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S |
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1000.00 | D | $2,100.00
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409149.00 |
D
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Common Stock
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(1)
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J |
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419400.00 | A |
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419400.00 |
I
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By Immediate Family
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Common Stock
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(2)
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J |
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3782.00 | A |
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3782.00 |
I
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By Spouse
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
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. |
(over)
SEC 1474 (9-02) |
| Markels, Jr., Michael - December 31, 2002 |
| Form 4 (continued) |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security
(Instr. 3) |
2. Conver-
sion or Exercise Price of Deri- vative Security |
3. Transaction
Date (Month/ Day/ Year) |
3A. Deemed
Execution Date, if any (Month/ Day/ Year) |
4. Transaction
Code and Voluntary (V) Code (Instr.8) Code | V
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5. Number of Derivative Securities Acquired (A) or Disposed (D) Of (Instr. 3,4 and 5) |
6. Date Exercisable(DE) and
Expiration Date(ED) (Month/Day/Year) (DE) | (ED)
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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 Transactions (Instr.4) |
10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr.4) |
11. Nature of Indirect Beneficial Ownership (Instr.4) |
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Stock Options |
$3.31 | 11/21/1994 |
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A (2) |
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(A) 500.00 |
11/21/1994 | 11/20/2004
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Common Stock - 500.00 | $3.31 | 500.00 |
D
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Stock Options |
$3.56 | 11/20/1995 |
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A (3) |
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(A) 500.00 |
11/20/1995 | 11/19/2005
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Common Stock - 500.00 | $3.56 |
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D
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Stock Options |
$3.65 | 01/04/2002 |
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A (4) |
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(A) 2,466.00 |
11/28/2001 | 11/27/2011
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Common Stock - 2,466.00 | $3.65 | 2,466.00 |
D
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Stock Options |
$3.56 | 12/13/2002 |
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A |
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(A) 4,787.00 |
11/20/1995 | 11/19/2005
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Common Stock - 4,787.00 | $1.88 | 5,287.00 |
D
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number. |
/s/ Michael Markels, Jr. __________________ ** Signature of Reporting Person Date Page 2
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| Markels, Jr., Michael - December 31, 2002 |
| Form 4 (continued) |
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FOOTNOTE Descriptions for Versar, Inc. VSR Form 4 - December 2002 Michael Markels, Jr.
6850 Versar Center Springfield, VA 22151 Explanation of responses: (1) Reflects 419,400 shares of stock held by adult children of Dr. Markels. On May 24, 2002, James Markels sold 2,500 shares of common stock on the open market. A Form 4 was filed. (2) Reflects 3,782 shares of stock held in spouse's name. (3) Options granted under the Versar, Inc., 1992 Stock Option Plan and excersisable in 20% annual increments plus any unused portions for a previous year. (4) On January 4, 2002, the non-employee members of the Board of Directors were granted stock options from the 1996 Stock Option Plan in lieu of the usual yearly fee. The options are non-qualified options which, starting November 28, 2001, vest 1/12th per month over a one year period. |
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