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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 | ||||||||
Stock Appreciation Rights | $ 52.37 | 01/16/2007 | M | 66,000 | 09/01/2006(1) | 09/01/2010(2) | Common Stock | 66,000 | $ 0 | 134,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Vandromme Jean-Pierre 2831 29TH STREET, NW WASHINGTON, DC 20008 |
X | Chief Executive Officer |
/s/ Jean-Pierre Vandromme | 01/18/2007 | |
**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) | Reflects the grant of Stock Appreciation Rights with respect to 200,000 shares of Common Stock, par value $.01 per share. One-third (1/3) of the grant will vest on each of the first three yearly anniversary dates from September 1, 2005 provided that Mr. Vandromme remains continuously employed by Golden Telecom, Inc. or one of its subsidiaries or business units until each such relevant date. |
(2) | If, prior to August 31, 2008, the average closing stock price of one share of Common Stock exceeds $50.00 during any thirty (30) day consecutive period, provided that Mr. Vandromme remains continuously employed by Golden Telecom, Inc. or one of its subsidiaries or business units, he will be granted Stock Appreciation Rights for an additional 200,000 shares of Common Stock at the Granting Share Price ($29.83), which Stock Appreciation Rights shall be fully vested upon issuance. |