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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 | ||||||||
| Stock-Settled Stock Appreciation Right | $ 24.67 (5) | 05/25/2010 | A | 5,495 | 05/25/2011(6) | 05/25/2015 | Common Stock | 5,495 | $ 0 (7) | 5,495 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| PRESBY J THOMAS 6 HOLTON LANE ESSEX FELLS, NJ 07021 |
X | |||
| /s/ J. Thomas Presby | 03/01/2012 | |
| **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) | These shares were issued as a restricted stock unit grant to the reporting person by the issuer under the issuer's 2006 Omnibus Plan. |
| (2) | These restricted stock units will vest in twelve consecutive monthly installments commencing on June 30, 2010. Upon the vesting of these restricted stock units, the actual issuance of these shares will be deferred until the reporting person is no longer a director of the issuer. |
| (3) | These restricted stock units were granted to non-employee directors, without payment therefor, as compensation for serving on the Board. |
| (4) | On December 7, 2009, the issuer's common stock split 2-for-1, resulting in the reporting person's ownership of 13,186 additional shares. In addition, 75 additional stock units accrued in connection with the deferred stock grants and dividends payable on such deferred stock grants under the issuer's Stock Deferral Plan for Non-Employee Directors. The total number of stock units included in the beneficial ownership amount is 12,405, 6,165 of which resulted from the stock split. |
| (5) | The number shown is the closing price for the issuer's common stock on the grant date. |
| (6) | These SSARs will vest on the earlier of May 25, 2011 or the day preceding the 2011 annual meeting of shareholders of the issuer. |
| (7) | These SSARs were granted to non-employee directors, without payment therefor, as compensation for serving on the Board. |
| Remarks: This amendment is being filed to correct footnote 4 and an overreporting of 6,165 shares. This error also appeared in subsequent Form 4s filed on 5/10/11, 6/14/11 and 9/9/11. | |