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 |
|
Incentive Stock Option (right to buy)
|
11/26/2001(1)(6)(8)
|
11/26/2011 |
Common Stock
|
15,000
|
$
12.66
|
D
|
Â
|
|
Incentive Stock Option (right to buy)
|
05/30/2003(2)(7)(8)
|
05/30/2013 |
Common Stock
|
7,000
|
$
15.26
|
D
|
Â
|
|
Nonqualified Stock Option (right to buy)
|
05/30/2003(3)(7)(8)
|
05/30/2013 |
Common Stock
|
3,000
|
$
15.26
|
D
|
Â
|
|
Incentive Stock Option (right to buy)
|
02/25/2004(4)(7)(8)
|
02/25/2014 |
Common Stock
|
10,000
|
$
15.51
|
D
|
Â
|
|
Nonqualified Stock Option (right to buy)
|
12/10/2004(5)
|
12/10/2014 |
Common Stock
|
15,000
|
$
16.99
|
D
|
Â
|
| * |
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) |
Date indicated is date of grant. Option vests as follows: (a) one-third on November 26, 2002; (b)one-third on November 26, 2003; (c) one-third on November 26, 2004. |
| (2) |
Date indicated is date of grant. Option vests as follows: (a) one-third on May 30, 2004; (b) one-third on May 30, 2005; (c) one-third on May 30, 2006. |
| (3) |
Date indicated is date of grant. Option vests as follows: (a) one-third on May 30, 2004; (b) one-third on May 30, 2005; (c) one-third on May 30, 2006. |
| (4) |
Date indicated is date of grant. Option vests as follows: (a) one-third on February 25, 2005; (b) one-third on February 25, 2006; (c) one-third on February 25, 2007. |
| (5) |
Date indicated is date of grant. Option is vested in full. |
| (6) |
Option is subject to accelerated vesting in the event that a "Qualified Sale" occurs and immediately prior to closing of such Qualified Sale holder is an employee of the Company. Immediately prior to such closing option shall become exercisable as to number of shares subject to option, up to 100%, equal to two times number of shares as to which option would have been exercisable immediately prior to such closing. "Qualified Sale" means a sale of all or substantially all of assets or issued and outstanding capital stock of the Company, or merger or consolidation involving the Company in which stockholders of the Company immediately before such merger or consolidation do not own immediately after such merger or consolidation capital stock or other equity interests of surviving corporation or entity representing more than 50% in voting power of capital stock or other equity interests of such surviving corporation or entity outstanding immediately after such merger or consolidation. |
| (7) |
Option is subject to accelerated vesting in event that a "Qualified Sale" occurs and immediately prior to such Qualified Sale holder is an employee of the Company. Immediately prior to such Qualified Sale the option shall become exercisable as to an additional one-third of the shares subject to the option. "Qualified Sale" means closing of a sale of all or substantially all of the assets or issued and outstanding capital stock of the Company, or the closing of a merger or consolidation involving the Company in which stockholders of the Company immediately before such merger or consolidation do not own immediately after such merger or consolidation capital stock or other equity interest of surviving corporation or entity representing more than fifty percent in voting power of capital stock or other equity interest of such surviving corporation or entity outstanding immediately after such merger or consolidation. |
| (8) |
Option vests in full upon death of holder while employed by the Company. |