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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) | $ 12.81 | 03/03/2015 | M | 83,500 | 01/12/2010 | 01/12/2016 | Common Stock | 83,500 | $ 0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 9.86 | 03/03/2015 | M | 94,000 | 12/06/2012(4) | 01/26/2020 | Common Stock | 94,000 | $ 0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 8.67 | 03/03/2015 | M | 48,350 | 10/26/2011 | 10/26/2017 | Common Stock | 48,350 | $ 0 | 104,934 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RUSSELL STEPHEN ONE CELADON DRIVE 9503 EAST 33RD STREET INDIANAPOLIS, IN 46235 |
X | Chairman of the Board |
/s/ Stephen Russell, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC | 03/06/2015 | |
**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) | Price reflects a weighted average sale price for multiple transactions ranging from $25.10 to $25.50 per share, inclusive. This reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a stockholder of the issuer, full information regarding the number of shares sold at each separate price. |
(2) | Price reflects a weighted average sale price for multiple transactions ranging from $25.00 to $25.10 per share, inclusive. This reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a stockholder of the issuer, full information regarding the number of shares sold at each separate price. |
(3) | The total amount of securities owned by the reporting person's spouse reflects 1,530 shares fewer than previously reported. While conducting a review of ownership records, it was determined that a discrepancy existed in ownership records of the reporting person's spouse. The reduction of these shares corrects this discrepancy. The reporting person has been unable to confirm when the discrepancy arose. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(4) | On December 6, 2012, the Compensation Committee of the Board of Directors of the issuer voted to accelerate the vesting of all the reporting person's outstanding unvested stock options. |