UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
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) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Appreciation Rights (1) | Â (1) | 03/17/2011(2) | Common Stock | 50,000 | $ 29.63 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Svetlichny Boris 2831 29TH STREET, NW WASHINGTON, DC 20008 |
 |  |  Sr. VP, CFO and Treasurer |  |
/s/ Julia Marx, Attorney-In-Fact | 03/21/2006 | |
**Signature of Reporting Person | Date |
* | 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) | Reflects the grant of Stock Appreciation Rights ("SARs") with respect to 50,000 shares of Common Stock, par value $.01 per share. Seventy-five percent of the grant (37,500 shares) is subject to time-vesting, one-third (12,500 shares) of which shall become vested and nonforfeitable on the first anniversary ($31.111 Premium Base Value Per Share), one-third (12,500 shares) of which shall become vested and nonforfeitable on the second anniversary ($32.666 Premium Base Value Per Share) and one-third (12,500 shares) of which shall become vested and nonforfeitable on the third anniversary ($34.299 Premium Base Value Per Share), provided Mr. Svetlichny remains continuously employed by Golden Telecom, Inc. or one of its subsidiaries or business units until each such relevant date. Twenty-five percent of the SARs granted (12,500 shares) are subject to performance vesting upon the Company's Common Stock achieving a closing trading price of at least $50.00 per share for thirty consecutive days. |
(2) | If the Company's Common Stock does not achieve a closing trading price of at least $50.00 per share for thirty consecutive days within three years of the date of grant, such portion of the SARs granted subject to performance vesting shall expire by its terms and shall not be exercisable. |