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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WHALEN WAYNE W SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 155 NORTH WACKER DRIVE CHICAGO, IL 60606 |
X | |||
WOLFF PAULA SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 155 NORTH WACKER DRIVE CHICAGO, IL 60606 |
X |
/s/ Wayne W. Whalen | 12/10/2012 | |
**Signature of Reporting Person | Date | |
/s/ Paula Wolff | 12/10/2012 | |
**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) | The Reporting Persons disclaim pecuniary interest in and shall no longer be deemed to indirectly own the following: 70,737 shares of common stock of the issuer held by children or grand children of the Reporting Persons; and 40,400 shares of common stock of the issuer held by Paula Wolff as custodian of UTMA accounts for children of the Reporting Persons. |
(2) | The Reporting Persons directly own 621,888 shares of common stock of the issuer. Additionally, following the reported transaction, the Reporting Persons may be deemed to indirectly own the following: 54,750 shares of common stock of the issuer held by WPW Associates, L.P., of which the Reporting Persons are general partners; and 1,381 shares of convertible preferred stock of the issuer held by WPW Associates, L.P. of which the Reporting Persons are general partners and which are convertible into 49,884.5 shares of common stock of the issuer. |