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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 Option (Right to Buy) | $ 16.43 (3) | 12/19/2012 | M | 19,514 | (4) | 02/06/2013 | Common Stock | 19,514 (3) | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FIORAVANTI MARK ONE GAYLORD DRIVE NASHVILLE, TN 37214 |
EVP & Chief Financial Officer |
Carter R. Todd, Attorney-in-Fact for Mark Fioravanti | 12/20/2012 | |
**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 December 19, 2012, Mr. Fioravanti exercised options (which were due to expire on Februrary 6, 2013) to purchase a total of 19,514 shares of the Company's common stock, having an exercise price of $16.43 per share. Mr. Fioravanti paid the exercise price for such option and the applicable tax to be withheld by surrendering 12,513 of such shares. Mr. Fioravanti retained the remaining 7,001 shares. |
(2) | Does not include shares of common stock issuable upon the vesting of restricted stock unit awards previously granted to Mr. Fioravanti. |
(3) | The total number of shares issuable upon the exercise of, and the exercise price with respect to, such award has been adjusted pursuant to anti-dilution provisions contained in the issuer's equity incentive plan in connection with the special dividend declared by the Company on November 2, 2012. |
(4) | Stock Option vested ratably over four years beginning on the first anniversary of the grant which was February 6, 2004. |