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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 | ||||||||
Employee Stock Option | $ 54.47 | 08/22/2013 | A | 72,227 | (5) | 08/22/2023 | Class A Common Stock | 72,227 | $ 0 | 72,227 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Milroy Douglas A. 5995 OPUS PARKWAY MINNETONKA, MN 55343 |
X | Chief Executive Officer |
/s/ Jeffrey L. Cotter, Attorney-in-Fact | 08/26/2013 | |
**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) | Awards are subject to vesting in accordance with the terms of the company's plan. |
(2) | Grant of restricted stock pursuant to Section 16b-3. |
(3) | On August 23, 2013, an aggregate 4,262 restricted shares previously issued to Mr. Milroy vested in accordance with their terms and the terms of the plan under which such shares were issued. Mr. Milroy elected to withhold an aggregate of 1,433 shares to pay the related taxes. As such, the number of shares actually issued was 2,829. |
(4) | On August 25, 2013, an aggregate 4,434 restricted shares previously issued to Mr. Milroy vested in accordance with their terms and the terms of the plan under which such shares were issued. Mr. Milroy elected to withhold an aggregate of 1,490 shares to pay the related taxes. As such, the number of shares actually issued was 2,944. |
(5) | Subject to the terms of the company's plan, vests in equal increments over a three year period, commencing on the first anniversary of the date of grant. |
(6) | The company's third party plan administrator inadvertently made an error when calculating the withholding tax for Mr. Milroy's August 20, 2013 and August 21, 2013 vestings of restricted stock, resulting in 567 too many shares being withheld. On August 26, 2013, the third party plan administrator corrected the error, and the additional 567 shares were issued to Mr. Milroy. |