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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 | ||||||||
Stock Appreciation Rights | $ 28.1 | 10/02/2008(1) | A | 36,885 | (1) | 10/04/2017 | Common Stock | 36,885 | $ 0 | 36,885 | D | ||||
Phantom Share | (2) | 10/02/2008(2) | A | 10,677 | 10/04/2010 | 10/04/2010 | Common Stock | 10,677 | $ 0 | 10,677 | D | ||||
Stock Appreciation Rights | $ 19.9 | 10/02/2008 | A | 79,564 | (3) | 10/02/2018 | Common Stock | 79,564 | $ 0 | 79,564 | D | ||||
Phantom Share | (4) | 10/02/2008 | A | 8,794 | 10/03/2011 | 10/03/2011 | Common Stock | 8,794 | $ 0 | 8,794 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SHIBA WENDY C 10990 WILSHIRE BOULEVARD 7TH FLOOR LOS ANGELES, CA 90024 |
EVP, Gen Counsel, Secretary |
/s/ Tony Richelieu, Attorney-in-Fact for Wendy C. Shiba | 10/06/2008 | |
**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 October 4, 2007, the reporting person was granted Stock Appreciation Rights that, subject to the achievement of a performance goal, vest in three equal annual installments beginning on October 4, 2008, and will be paid out in cash upon exercise. On October 2, 2008, in accordance with the terms of the grant, the Management Development and Compensation Committee of the issuer's Board of Directors determined that the applicable performance goal had been achieved. |
(2) | On October 4, 2007, the reporting person was granted Phantom Shares that, subject to the achievement of a performance goal, vests in full three years after date of grant. On October 2, 2008, in accordance with the terms of the grant, the Management Development and Compensation Committee of the issuer's Board of Directors determined that the applicable performance goal had been achieved. At vesting, each Phantom Share will be paid out in cash. |
(3) | The Stock Appreciation Rights vest in three equal annual installments beginning on October 2, 2009, and will be paid out in cash upon exercise. |
(4) | Each Phantom Share is the economic equivalent of one share of KB Home common stock and vests in full three years after date of grant. At vesting, each Phantom Share will be paid out in cash. |