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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 | ||||||||
Employee Stock Option (right to buy) | $ 1.98 | 12/18/2007 | D | 100,000 | 09/27/2007 | 08/27/2017 | Common Stock | 100,000 | $ 1.46 (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Sandhu Hamish 1782 ORIOLE DRIVE COSTA MESA, CA 92626 |
Chief Financial Officer |
/s/ HAmish Sandhu | 12/20/2007 | |
**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) | The shares of common stock represented in Table I are in the form of Restricted Stock Units ("RSU") that represent a contingent right to receive one share of the Company's Common Stock. |
(2) | The RSUs were granted pursuant to the 2004 Stock Incentive Plan. These shares vest every 6 months over a 4 year period and become fully transferable on December 18, 2011. In the event that the reporting person is terminated without Just Cause by the Company (as the term is defined in the RSU Agreement), death or disablity, then the RSU becomes immediately vested on such termination date to the extent that the RSU is unvested as of that date. |
(3) | The option was cancelled by the mutual agreement of the reporting person and the Company. The reporting person received a new grant of RSUs similar to other grants to other employees pursuant to the 2004 Stock Incentive Plan as consideration for the cancellation. The value of each share of the RSU was $1.46 and determined by the closing price of one share of the Company's Common Stock on the date of grant. |