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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 Appreciation Rights | $ 3.47 | 08/25/2014 | A | 100,000 | (4) | 08/25/2024 | Common Stock | 100,000 | $ 0 | 100,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SCOTT GREGORY J 450 WEST 33RD STREET 5TH FLOOR NEW YORK, NY 10001 |
X | Chief Executive Officer |
Linda Gormezano attorney-in-fact /s/ Linda Gormezano | 09/11/2014 | |
**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) | The reporting person was awarded restricted stock which vests on August 25, 2017. |
(2) | The reporting person was awarded performance-based restricted stock (see footnote 3 below). |
(3) | Includes 100,000 shares of restricted stock which vest on August 26, 2016; 100,000 shares of restricted stock which vest on April 16, 2015; 100,000 shares of restricted stock which vest on August 25, 2017; and 330,000 shares of performance based restricted stock which vest ratably over a three-year period subject to the reporting person's continued employment and the Company achieving operating income for fiscal year 2014 within the approved minimum and target operating income levels. |
(4) | The reporting person was awarded stock appreciation rights (SARs) which vest as follows: 25,000 on August 25, 2015; 25,000 on August 25, 2016, and 50,000 on August 25, 2017. Each SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the SAR to the date of exercise of the SAR. Upon exercise the SARs will be settled in stock. |