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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) | $ 4.61 | 11/04/2005 | A | 100,000 | (1)(2)(3) | 11/03/2015 | Common Stock | 100,000 | $ 0 | 100,000 | D | ||||
Stock Option (right to buy) | $ 4.62 | 11/04/2005 | A | 9,375 | 11/04/2005 | 11/03/2015 | Common Stock | 9,375 | $ 0 | 9,375 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TAGLICH MICHAEL N 3625 132ND AVENUE SE SUITE 300 BELLEVUE, WA 98006 |
X |
Michael N. Taglich | 11/08/2005 | |
**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) | (1) Option to vest over 2 years in 24 equal installments commencing December 4, 2005. |
(2) | If at the end of one (1) year of continuous service, the shares of common stock have traded at a price per share in excess of 125% of the exercise price on a volume weighted average price ("VWAP") basis for a continuous period of thirty (30) trading days during the first year of service, then 50,000 shares issuable upon exercise of the option will become vested and exercisable. If at the end of year one (1) of continuous service, the common stock has not traded at a price per share in excess of 125% of the exercise price on a VWAP basis for a continuous period of thirty (30) trading days, then none of the options will become vested and exercisable. (continued) |
(3) | Notwithstanding foregoing, if during the twelve (12) months beginning November 4, 2006 and ending on December 4, 2007 the shares of common stock have traded on a stock exchange at a price per share in excess of 150% of the exercise price based on a VWAP basis for a continuous period of thirty (30) trading days, then all of the shares of common stock issuable upon exercise of the option will become vested. If during the twelve (12) months beginning on December 4, 2006 and ending on the, December 4, 2007 shares of common stock have not traded at a price per share in excess of 150% of the exercise price on a VWAP basis for a continuous period of thirty (30) trading days at any time after the grant date, then no more than 50,000 the shares of common stock issuable upon exercise of the Option will have become vested and exercisable. |