UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Option (right to buy) | 10/10/2007(2) | 10/10/2016 | Common Stock | 200,000 | $ 2.05 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Federman John ONE MAIN STREET CAMBRIDGE, MA 02142 |
 |  |  SVP & GM of eStara |  |
/s/ Jeffrey T. Kowalski, by power of attorney | 12/11/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | 113,703 of these shares are restricted shares that vest in installments of 3,159 shares per month over 36 months. In accordance with the Agreement and Plan of Merger dated September 18, 2006 pursuant to which Art Technology Group, Inc. acquired eStara, Inc., 22,832 of these shares are being held in escrow pending any working capital adjustments, and 40,497 of these shares are being held in escrow for one year for the purpose of securing amounts that may be payable to Art Technology Group as a result of indemnification provisions in the Agreement and Plan of Merger. |
(2) | Options are exercisable 25% one year from grant date and 6.25% quarterly thereafter. |