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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 | ||||||||
Put Option (Right to Sell) | (1) (2) | 12/09/2008(1)(2) | J(1)(2) | 63,800 | 12/09/2008(1)(2) | (1)(2) | Common Stock | 63,800 | (1) (2) | 63,800 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BALTHROP PATRICK J 12212 TECHNOLOGY BOULEVARD AUSTIN, TX 78727 |
X | President & CEO |
/S/ HARRISS T. CURRIE, AS ATTORNEY-IN-FACT FOR PATRICK J. BALTHROP | 03/15/2013 | |
**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) | On April 26, 2004, the reporting person entered into a non-recourse loan (the "Loan") with a non-affiliated lender (the "Lender"). The Loan does not have a set maturity date. As partial collateral for the Loan, on December 9, 2008 the reporting person pledged to the Lender 21,660 shares of Common Stock. The reporting person has subsequently pledged to the Lender an additional 42,140 shares of Common Stock currently held as additional collateral for the Loan. The total collateral securing the Loan, based on current valuations, is valued at approximately 130% of the maximum amount the reporting person is permitted to borrow under the Loan. The pledged shares constitute approximately 39% of the total collateral securing the Loan. |
(2) | The Loan and pledge provide that if an event of default on the Loan occurs, the Lender has the right to foreclose upon and sell the pledged shares to satisfy the unpaid balance of the amount owed; however, the reporting person will not generally be liable for any deficiency. Prior to the occurrence of an event of default, the reporting person retains voting power over the pledged shares and the right to receive dividends or distributions. This Form 4 was not timely filed as a result of the reporting person's inadvertent oversight of the reporting obligations associated with the pledged shares and the non-recourse nature of the Loan. |