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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 | ||||||||
Option (Right to Buy) | $ 4.98 (4) | 12/14/2012 | M | 6,000 | (5) | 06/17/2019 | Common Stock | 6,000 | $ 0 | 6,000 | D | ||||
Option (Right to Buy) | $ 11.56 (4) | 12/14/2012 | M | 1,375 | (6) | 10/26/2019 | Common Stock | 1,375 | $ 0 | 1,375 | D | ||||
Option (Right to Buy) | $ 13.34 (4) | 12/14/2012 | M | 10,000 | (7) | 02/22/2020 | Common Stock | 10,000 | $ 0 | 10,000 | D | ||||
Option (Right to Buy) | $ 22.97 (4) | 12/14/2012 | M | 14,250 | (8) | 06/10/2020 | Common Stock | 14,250 | $ 0 | 14,250 | D | ||||
Option (Right to Buy) | $ 13.03 (4) | 12/17/2012 | M | 5,125 | (9) | 12/14/2019 | Common Stock | 5,125 | $ 0 | 5,125 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
QUARTIERI MICHAEL 3355 LAS VEGAS BOULEVARD SOUTH LAS VEGAS, NV 89109 |
Chief Accounting Officer |
/s/ Michael Quartieri | 12/17/2012 | |
**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) | Shares sold in connection with the exercise of stock options on December 14, 2012. |
(2) | Shares sold in connection with the exercise of stock options on December 17, 2012. |
(3) | This transaction was executed in multiple trades at prices ranging from $46.15 to $46.215. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | In accordance with the provisions of the Issuer's 2004 Equity Award Plan, the Compensation Committee approved an equitable adjustment to reduce the exercise price of the options to reflect the $2.75 per share special dividend to be paid on outstanding shares of the Issuer's common stock. The equitable adjustment was effective as of December 10, 2012. |
(5) | The Reporting Person was granted options to purchase 24,000 shares on June 18, 2009, of which 6,000 vested on June 18, 2010, June 18, 2011, and June 18, 2012, and 6,000 will vest on June 18, 2013. |
(6) | The Reporting Person was granted options to purchase 5,500 shares on October 27, 2009, of which 1,375 vested on October 27, 2010, October 27, 2011, and October 27, 2012, and 1,375 will vest on October 27, 2013. |
(7) | The Reporting Person was granted options to purchase 20,000 shares on February 23, 2010, of which 5,000 vested on February 23, 2011, and February 23, 2012, and 5,000 will vest on February 23, 2013, and February 23, 2014. |
(8) | The Reporting Person was granted options to purchase 28,500 shares on June 11, 2010, of which 7,125 vested on June 11, 2011, and June 11, 2012, and 7,125 will vest on June 11, 2013, and June 11, 2014. |
(9) | The Reporting Person was granted options to purchase 20,500 shares on December 15, 2009, of which 5,125 vested on December 15, 2010, December 15, 2011, and December 15, 2012, and 5,125 will vest on December 15, 2013. |