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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) | $ 8.53 | 12/21/2005 | D | 35,875 | (1) | (1) | Common Stock, par value $0.01 per share | 35,875 | (2) | 46,125 | D | ||||
Employee Stock Option (right to buy) | $ 18 | 12/21/2005 | D | 107,625 | (1) | (1) | Common Stock, par value $0.01 per share | 107,625 | (2) | 138,375 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Bizick Ronald G II 301 NORTH CATTLEMEN ROAD, SUITE 300 SARASOTA, FL 34232 |
Exec V.P., and C.O.O. |
/s/ Ronald G. Bizick, II | 12/23/2005 | |
**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) | Prior to the cancellation of a total of 143,000 unvested options, each of the reporting person's options were scheduled to vest on December 31, 2006 and were scheduled to expire on March 10, 2013. Global Signal Inc. agreed to accelerate the vesting of each of the reporting person's remaining 184,500 options to be immediately exercisable as of December 31, 2005. |
(2) | As consideration for the cancellation of a total of 143,000 unvested options, Global Signal Inc. agreed to grant to the reporting person a deferred shares award that represents the right to receive up to that number of shares of Global Signal common stock equal to 150% of an amount of shares determined by a formula. The formula is based on the difference between the fair market value of the common stock on the date of grant and the exercise price of the cancelled options reported herein. The amount of shares that the reporting person will ultimately receive pursuant to this award is based on Global Signal's annualized dividend declared in respect of the fourth quarter of 2006. |