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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 | ||||||||
Class A Common Stock (4) | $ 0 | 06/22/2005 | J | 80,000 | 08/08/1988(5) | 08/08/1988(5) | Class A Common Stock | 80,000 | $ 0 | 60,000 | D | ||||
Class B Common Stock (4) | $ 0 | 06/22/2005 | J | 8,000 | 08/08/1988(5) | 08/08/1988(5) | Class B Common Stock | 8,000 | $ 0 | 6,000 | D | ||||
Option (Right to Buy) | $ 0 (5) | 08/08/1988(5) | 08/08/1988(5) | Class A Common Stock | 1,199,290 (6) | 1,199,290 (6) | D | ||||||||
Option (Right to Buy) | $ 0 (5) | 08/08/1988(5) | 08/08/1988(5) | Class B Common Stock | 59,928 (7) | 59,928 (7) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MILLER STUART A 700 NORTHWEST 107TH AVENUE MIAMI, FL 33172 |
X | X | President and C.E.O. |
Stuart A. Miller | 06/24/2005 | |
**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) | Receipt of shares pursuant to contractual right. |
(2) | Shares granted on 6/22/05 under the Issuer's 2003 Stock Option and Restricted Stock Plan, subject to forfeiture. 10% of the restricted stock is exercisable on the first anniversary of the grant date and the remaining 90% of the restricted stock is exercisable in three equal annual installments beginning on the second anniversary of the grant date. |
(3) | Mr. Miller is the sole officer and the sole director of the corporation that owns the general partner interests in the limited partnerships and therefore has sole power to determine how those shares will be voted. Because of that, Mr. Miller is deemed to be the beneficial owner of the shares held by the partnerships, even though he has only a limited pecuniary interest in those shares. |
(4) | Contractual right to receive shares in the future. |
(5) | No activity is being reported. The SEC staff has designated 8/8/88 as a "dummy date." Information is included to disclose holdings following the reported transactions or other holdings not affected by the reported transactions. |
(6) | Includes 12,000 options which expire on 2/7/10 that were originally reported as expiring on 2/7/05. |
(7) | Includes 1,200 options which expire on 2/7/10 that were originally reported as expiring on 2/7/05. |