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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LUZZI RICHARD D 101 GORDON DRIVE LIONVILLE, PA 19341 |
VP, Human Resources |
By Joanne K. Boyle As Agent for Richard D. Luzzi | 09/07/2006 | |
**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) | Settlement for stock of Performance Rights that are non-derivative securities. See explanation below for further information. |
(2) | The Reporting Person was awarded 1,937 Performance Vesting Restricted (PVR) Shares on May 5, 2004 and 3,763 PVR Shares on June 29, 2004, for a total of 5,700 PVR Shares following the Company's 2004 stock split. The 2004 PVR Share Awards were inappropriately reported as restricted stock awards. In fact, the 2004 PVR Share Awards constituted performance rights that are non-derivative securities. As such, no reports should have been filed until the PVR Awards are settled in stock. Reporting the intial grant resulted in an overstatement of the amount of securities beneficially owned (Column 5, Table 1) in subsequently filed reports. The Reporting Person is filing this report to: (i) properly characterize the PVR Shares as performance rights; and (ii) adjust the amount of securities beneficially owned and eliminate the overstatement. |
(3) | Amount as of filing date. |