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 |
Employee Stock Option (Right to Buy)
|
06/26/1998 |
06/26/2007 |
Common Stock
|
20,000
|
$
34.6875
|
D
|
Â
|
Employee Stock Option (Right to Buy)
(2)
|
04/19/2000 |
04/19/2009 |
Common Stock
|
20,000
|
$
32.0938
|
D
|
Â
|
Employee Stock Option (Right to Buy)
(3)
|
06/20/2001 |
06/20/2010 |
Common Stock
|
13,172
|
$
21.375
|
D
|
Â
|
Employee Stock Option (Right to Buy)
(4)
|
08/19/2003 |
08/19/2012 |
Common Stock
|
40,000
|
$
32.04
|
D
|
Â
|
Stock Appreciation Right
(5)
|
04/19/2005(6)
|
04/19/2014 |
Common Stock
|
30,000
|
$
36.58
|
D
|
Â
|
Employee Stock Option (Right to Buy)
(5)
|
04/19/2005(6)
|
04/19/2014 |
Common Stock
|
30,000
|
$
36.58
|
D
|
Â
|
Restricted Stock Units
|
Â
(7)
|
Â
(7)
|
Common Stock
|
3,900
|
$
(8)
|
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) |
Includes 1,596 shares acquired through Genuine Partnership Plan (401-K) |
(2) |
Grant is exercisable as noted: 13,196 as of 02/21/2005, 3,115 01/01/2006, 3,115 01/01/2007, 574 01/01/2008 |
(3) |
Grant is exercisable as noted: 3,816 01/01/2008, 4,678 01/01/2009, 4,678 01/01/2010 |
(4) |
Grant is exercisable as noted: 26,667 as of 02/21/2005, 13,333 08/19/2005 |
(5) |
The stock appreciation right and the employee stock option were granted in tandem. Accordingly, the exercise of one results in the expiration of the other. |
(6) |
The stock appreciation rights vest 1/3 per year beginning on the first anniversary of the grant date provided the reporting person is still employed on those dates, subject to earlier vesting in certain events. |
(7) |
The restricted stock units will be earned on December 31, 2004 provided certain pre-tax profit targets are achieved by GPC for fiscal year 2004. If earned, the units will vest and convert to shares of common stock on December 31, 2008 provided the reporting person is still employed on that date, subject to earlier vesting in certain events. |
(8) |
Each restricted stock unit represents a contingent right to receive one share of GPC common stock at a future date. |