Edgar Filing: SYPRIS SOLUTIONS INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT 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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SROKA ROBERT

2. Issuer Name and Ticker or Trading Symbol
SYPRIS SOLUTIONS INC [SYPR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

54 DISBROW LANE

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2007

(Street)

NEW ROCHELLE, NY 10804

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/12/2007		A		785	A	⁽²⁶⁾	5,635	D
Common Stock	06/12/2007		A		287	A	⁽²⁷⁾	5,922	D
Common Stock	06/12/2007		A		449	A	⁽²⁹⁾	6,371	D
Common Stock	06/12/2007		A		543	A	⁽³⁰⁾	6,914	D

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)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option (Right to Buy)

$ 10.21

06/12/2007

1,989

01/01/2003

12/31/2012

Common Stock

1,989

⁽¹⁶⁾

Option (Right to Buy)

$ 10.25

06/12/2007

1,789

07/03/2000

07/02/2010

Common Stock

1,789

⁽¹⁷⁾

Option (Right to Buy)

$ 10.33

06/12/2007

3,374

04/01/2005

03/31/2015

Common Stock

3,374

⁽¹⁸⁾

Option (Right to Buy)

$ 10.36

06/12/2007

1,756

06/30/2003

06/29/2013

Common Stock

1,756

⁽¹⁹⁾

Option (Right to Buy)

$ 10.74

06/12/2007

2,472

10/01/2005

09/30/2015

Common Stock

2,472

⁽²⁰⁾

Option (Right to Buy)

$ 10.9

06/12/2007

1,537

10/01/2002

09/30/2012

Common Stock

1,537

⁽²¹⁾

Option (Right to Buy)

$ 11.92

06/12/2007

2,022

07/01/2005

06/30/2015

Common Stock

2,022

⁽²²⁾

Option (Right to Buy)

$ 13.02

06/12/2007

1,409

01/01/2002

12/31/2011

Common Stock

1,409

⁽²³⁾

Option (Right to Buy)

$ 13.51

06/12/2007

1,683

10/01/2004

09/30/2014

Common Stock

1,683

⁽²⁴⁾

Option (Right to Buy)

$ 14

06/12/2007

1,472

07/01/2004

06/30/2014

Common Stock

1,472

⁽²⁵⁾

Option (Right to Buy)

$ 15.31

06/12/2007

2,148

01/01/2005

12/31/2014

Common Stock

2,148

⁽²⁶⁾

Option (Right to Buy)

$ 15.6

06/12/2007

1,100

04/01/2002

03/31/2012

Common Stock

1,100

⁽²⁷⁾

Option (Right to Buy)

$ 16.03

06/12/2007

1,267

07/01/2002

06/30/2012

Common Stock

1,267

⁽²⁸⁾

Option (Right to Buy)

$ 16.1

06/12/2007

1,431

09/29/2003

09/28/2013

Common Stock

1,431

⁽²⁹⁾

Option ( Right to Buy)

$ 16.81

06/12/2007

1,731

01/01/2004

12/31/2013

Common Stock

1,731

⁽³⁰⁾

Option (Right to Buy)

$ 7.9

06/12/2007

2,205

05/14/2007

05/13/2011

Common Stock

2,205

⁽¹⁶⁾

2,205

Option (Right to Buy)

$ 7.9

06/12/2007

1,430

05/14/2007

05/13/2011

Common Stock

1,430

⁽¹⁷⁾

1,430

Option (Right to Buy)

$ 7.9

06/12/2007

4,312

05/14/2007

05/13/2011

Common Stock

4,312

⁽¹⁸⁾

4,312

Otption (Right to Buy)

$ 7.9

06/12/2007

2,010

05/14/2007

05/13/2011

Common Stock

2,010

⁽¹⁹⁾

2,010

Option (Right to Buy)

$ 7.9

06/12/2007

3,181

05/14/2007

05/13/2011

Common Stock

3,181

⁽²⁰⁾

3,181

Option (Right to Buy)

$ 7.9

06/12/2007

1,595

05/14/2007

05/13/2011

Common Stock

1,595

⁽²¹⁾

1,595

Option (Right to Buy)

$ 7.9

06/12/2007

2,452

05/14/2007

05/13/2011

Common Stock

2,452

⁽²²⁾

2,452

Option (Right to Buy)

$ 7.9

06/12/2007

1,165

05/14/2007

05/13/2011

Common Stock

1,165

⁽²³⁾

1,165

Option (Right to Buy)

$ 7.9

06/12/2007

1,824

05/14/2007

05/13/2011

Common Stock

1,824

⁽²⁴⁾

1,824

Option (Right to Buy)

$ 7.9

06/12/2007

1,533

05/14/2007

05/13/2011

Common Stock

1,533

⁽²⁵⁾

1,533

Option (Right to Buy)

$ 7.9

06/12/2007

949

05/14/2007

05/13/2011

Common Stock

949

⁽²⁸⁾

949

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SROKA ROBERT 54 DISBROW LANE NEW ROCHELLE, NY 10804	X

Signatures

Andrea J. Luescher by Power of Attorney on file with the Commission		06/13/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(16)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on January 1, 2003 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 2,205 shares having an exercise price equal to $7.90.
(17)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on July 3, 2000 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,430 shares having an exercise price equal to $7.90.
(18)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on April 1, 2005 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 4,312 shares having an exercise price equal to $7.90.
(19)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on June 30, 2003 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 2,010 shares having an exercise price equal to $7.90.
(20)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on October 1, 2005 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 3,181 shares having an exercise price equal to $7.90.
(21)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on October 1, 2002 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,595 shares having an exercise price equal to $7.90.
(22)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on July 1, 2005 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 2,452 shares having an exercise price equal to $7.90.
(23)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on January 1, 2002 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,165 shares having an exercise price equal to $7.90.
(24)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on October 1, 2004 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,824 shares having an exercise price equal to $7.90.
(25)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on July 1, 2004 to the reporting person. In Exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 1,533 shares having an exercise price equal to $7.90.
(26)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on January 1, 2005 to the reporting person. In Exchange for this option grant the reporting person received 785 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(27)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Option Exchange Program, an option grant awarded on April 1, 2002 to the reporting person. In Exchange for this option grant the reporting person received 287 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(28)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on July 1, 2002 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 949 shares having an exercise price equal to $7.90.
(29)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on September 29, 2003 to the reporting person. In exchange for this option grant the reporting person received 449 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
(30)	On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on January 1, 2004 to the reporting person. In exchange for this option grant the reporting person received 543 shares of common stock, valued at the FMV on the date of the commencement of the Offer, May 14, 2007.
Remarks: Report is 2 of 3 for this filing.

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Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.