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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) | $ 52.99 | (3) | 09/13/2015 | Class A Common | 50,000 | 234,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 51.9 | (3) | 07/30/2014 | Class A Common | 50,000 | 184,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 44.1 | (3) | 08/11/2013 | Class A Common | 25,000 (4) | 134,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 35.75 | (3) | 07/23/2012 | Class A Common | 25,000 (4) | 109,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 29.525 | (5) | 03/21/2011 | Class A Common | 25,000 (4) | 84,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 29.525 | 01/30/2006 | M | 8,000 | (6) | 03/21/2011 | Class A Common | 8,000 (2) | $ 62.7066 (1) | 59,000 | I | by spouse | |||
| Employee Stock Option (Right to Buy) | $ 16.4375 | (6) | 07/11/2010 | Class A Common | 15,000 (4) | 59,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 15.7187 | (6) | 03/07/2010 | Class A Common | 44,000 (4) | 44,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| DECKELMAN WILLIAM L JR 2828 N. HASKELL AVENUE DALLAS, TX 75204 |
Executive Vice President | |||
| William L. Deckelman, Jr. | 02/01/2006 | |
| **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) | This is the average sale price for all 8,000 shares sold by spouse on January 30, 2006. Sale prices ranged from $62.70 to $62.7176. |
| (2) | The spouse of the reporting person is the owner of the shares which are the subject of these transactions, and such shares are her sole and separate property. 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 any other purpose. |
| (3) | These options vest and become exercisable as follows: on each anniversary date of the grant, commencing with the first such anniversary date and continuing on each such anniversary thereafter through and including the fifth anniversary of the date of the grant, 20% of such options shall vest and become exercisable. The date of grant is 10 years prior to the stated expiration date. |
| (4) | This amount represents 50% of the options originally granted. The reporting person transferred the economic interest in the other 50% of the options (collectively, the "Transferred Options") that were originally the subject of this option grant to his former spouse pursuant to a qualified domestic relations order. The reporting person is deemed to still hold the legal interest in the Transferred Options as constructive trustee for the benefit of his former spouse, and must exercise the Transferred Options solely upon her direction, and she is entitled to the shares issued upon exercise. Pursuant to Rule 16a-1(a)(2), for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting person maintains no pecuniary interest in, and hereby disclaims beneficial ownership of, the Transferred Options. Exercise of the Transferred Options and delivery of the underlying shares are not reportable transactions for the reporting person pursuant to Section 16. |
| (5) | These options vest and become exercisable as follows: on the third anniversary date of the grant, 60% of such options will vest and become exercisable; and on each of the fourth and fifth anniversary dates of the grant, 20% of such options will vest and become exercisable. The date of grant is 10 years prior to the stated expiration date. |
| (6) | All options currently vested and exercisable. |