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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 | ||||||||
Non-Qualified Stock Option | $ 6.84 | 02/09/2010 | A | 20,000 | 03/09/2010(3) | 02/09/2020 | Common Stock | 20,000 | $ 0 | 215,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HOLMES E CARMACK 3020 CALLAN ROAD SAN DIEGO, CA 92121 |
X |
Jonathan E. Soneff, By Power of Attorney For: E. Carmack Holmes | 02/10/2010 | |
**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) | The Restricted Stock Award ("Award") vests in full on December 31, 2010, unless Dr. Holmes voluntarily resigns prior to 12/31/10, or if he is nominated, but declines to stand for re-election at the Company's 2010 Annual Meeting. Vesting of the Award will be accelerated upon Dr. Holmes' death or failure to be re-elected at the Company's 2010 Annual Meeting. |
(2) | These shares are held of record by E. Carmack Holmes & Carolyn K Holmes TTEE, Holmes Living Trust DD 05/15/92. |
(3) | The Option vests 1/24th per month from date of grant. |