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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 | ||||||||
Option to buy Common Stock ("Options") | $ 18 | 03/15/2006 | X | 128,800 | (1) | 06/08/2014 | Common Stock | 128,800 | $ 0 | 0 | I (2) (3) (4) (5) | Through limited partnerships (2) (3) (4) (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GREENHILL CAPITAL PARTNERS, LLC 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP MANAGING PARTNER, L.P. 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP, L.P. 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL & CO INC 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GCP 2000, LLC 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL CAPITAL PARTNERS LP 300 PARK AVE 23RD FL NEW YORK, NY 10022 |
X | |||
BOK SCOTT L 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
GREENHILL ROBERT F 300 PARK AVENUE 23RD FLOOR NEW YORK, NY 10022 |
X | |||
NIEHAUS ROBERT H 300 PARK AVENUE, 23RD FLOOR NEW YORK, NY 10022 |
X |
Greenhill Capital Partners, LLC, By: Ulrika Ekman, /s/ Ulrika Ekman | 03/15/2006 | |
**Signature of Reporting Person | Date | |
GCP 2000, LLC, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 03/15/2006 | |
**Signature of Reporting Person | Date | |
GCP, L.P., By: GCP 2000, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Greenhill Capital Partners, L.P., By: GCP 2000, LLC, its general partner and GCP, L.P., its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Greenhill Capital Partners, L.P., By: GCP Managing Partner, L.P., its managing general partner and Greenhill Capital Partners, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 03/15/2006 | |
**Signature of Reporting Person | Date | |
GCP Managing Partner, L.P., By: Greenhill Capital Partners, LLC, its general partner, By: Robert H. Niehaus, Chairman, /s/ Robert H. Niehaus | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Greenhill & Co., Inc., By: Ulrika Ekman, General Counsel and Secretary, /s/ Ulrika Ekman | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Scott L. Bok, /s/ Scott L. Bok | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Robert F. Greenhill, /s/ Robert F. Greenhill | 03/15/2006 | |
**Signature of Reporting Person | Date | |
Robert H. Niehaus, /s/ Robert H. Niehaus | 03/15/2006 | |
**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) | Immediately. |
(2) | This Form 4 is being filed by more than one reporting person. |
(3) | Greenhill Capital Partners, LLC, which is the record owner of 32,200 shares of Common Stock and which may be deemed to be the beneficial owner of an additional 10,382,978 shares of Common Stock through the beneficial ownership of such shares by certain affiliated ownerships and whose sole member is Greenhill & Co., Inc., is the general partner of GCP Managing Partner, L.P. GCP Managing Partner, L.P. and GCP, L.P. are general partners of Greenhill Capital Partners, L.P., which acquired 79,476 shares of Common Stock pursuant to its exercise of the Options, Greenhill Capital Partners (Executives), L.P., which acquired 12,544 shares of Common Stock pursuant to its exercise of the Options, Greenhill Capital, L.P., which acquired 25,424 shares of Common Stock pursuant to its exercise of the Options, and Greenhill Capital Partners (Cayman), L.P., which acquired 11,356 shares of Common Stock pursuant to its exercise of the Options. |
(4) | GCP 2000, LLC is the general partner of GCP, L.P. GCP 2000, LLC is in turn controlled by its Senior Members, Scott L. Bok, Robert F. Greenhill and Robert H. Niehaus. Mr. Niehaus is also a member of the Board of Directors of the Issuer. |
(5) | Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its or his pecuniary interest therein. |