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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) | $ 4.4 | 09/20/2006 | 09/20/2006 | A | 30,000 | (2) | 09/20/2016 | Common Stock | 30,000 | $ 0 | 90,000 | D | |||
Option (right to buy) | (3) | 09/29/2006 | 09/29/2006 | D | 90,000 | (2)(4) | (3) | Common Stock | 90,000 | $ 0 | 0 | D | |||
Option (right to buy) | $ 3.5 | 09/29/2006 | 09/29/2006 | A | 90,000 | (2)(4) | 09/28/2016 | Common Stock | 90,000 | $ 0 | 90,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BATT SANDRA C/O HYDROGEN ENGINE CENTER, INC. 602 EAST FAIR STREET ALGONA, IA 50511 |
Chief Financial Officer |
Sandra Batt | 10/16/2006 | |
**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) | Additional shares were issued on this date to adjust the per-share price for shares earlier purchased in a private placement. The adjustment was made for all purchasers in the private placement. |
(2) | These Options were awarded under the company's Incentive Compensation Plan for services as an employee. The options become exercisable as to 20% immediately and 20% per year thereafter until fully vested. |
(3) | Options as to 60,000 shares (exercisable at $5.875) were to expire on December 14, 2016. Options as to 30,000 shares (exercisable at $4.40 per share) were to expire on September 19, 2010. All of these options have been cancelled. |
(4) | Out-of-the-money options for all directors and employees were cancelled and replaced by options with the same vesting schedule with an exercise price equal to the closing price on the date of grant. |