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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 | ||||||||
Performance Rights | (5) | 04/29/2015 | A | 60,000 | (5) | 05/01/2019 | Common Stock | 60,000 | $ 0 | 60,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BUCHANAN JEFFREY D 2100 ROOSEVELT AVENUE SPRINGFIELD, MA 01104 |
Exec. VP, CFO & Treasurer |
Robert J. Cicero, as attorney-in-fact | 04/29/2015 | |
**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) | Represents shares of common stock withheld by the Issuer to satisfy certain tax withholding obligations associated with the vesting of restricted stock units. |
(2) | Since the date of the reporting person's last ownership report, he transferred to his ex-wife pursuant to a domestic relations order (i) 6,988 shares of common stock acquired by the reporting person pursuant to the Issuer's employee stock purchase plan; (ii) 21,417 shares of common stock issued to the reporting person pursuant to vested restricted stock units and 3,371 shares of common stock issuable to the reporting person pursuant to unvested restricted stock units; (iii) 10,811 shares of common stock issued to the reporting person pursuant to vested performance rights and 23,900 shares of common stock issuable to the reporting person pursuant to unvested performance rights; and (iv) options to purchase an aggregate of 159,493 shares of common stock. The reporting person no longer reports as beneficially owned any securities owned by his ex-wife. |
(3) | Includes 1,549 shares acquired under the Issuer's Employee Stock Purchase Plan on March 31, 2015. |
(4) | One-quarter of the restricted stock units shall vest on each of the first, second, third, and fourth anniversaries of May 1, 2015. Shares, net of tax withholding, will be delivered on each anniversary of the applicable vesting date. |
(5) | Each performance right represents a contingent right to receive one share of the Issuer's common stock. The performance rights vest based on stock performance over a three-year performance period, and shares, net of tax withholding, will be delivered on the first anniversary of the vesting date. The number represents the maximum number of shares that may be delivered pursuant to the award. |