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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 | ||||||||
Restricted Share Units | (6) | (7) | (7) | Common Stock | 1,684 | 1,684 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Barry John G 150 N. MERAMEC ST. LOUIS, MO 63105 |
EVP |
John G. Barry | 02/19/2010 | |
**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 shares of restricted stock were initially awarded on February 17, 2010 and will vest 100% upon the earliest to occur of (i) the second anniversary of the award (subject to continuous employment of the reporting person), (ii) the death of the reporting person, (iii) the reporting person becoming disabled or (iv) certain change in control events. |
(2) | The shares of restricted stock were awarded pursuant to the Company's 2002 Stock Incentive Plan. |
(3) | Withholding of stock to satisfy tax withholding obligation on issuance of salary stock. |
(4) | The shares of restricted stock were initially awarded on February 17, 2010 and will vest according to the following schedule, subject to continued employment of the reporting person: (i) no vesting on the first anniversary of the award, (ii) 40% of the shares will vest on February 17, 2011, and (iii) 20% of the shares will vest on each of the third, fourth, and fifth anniversary of the award; provided, that the shares will vest 100% in the event of the reporting persons death, the reporting person becoming disabled or certain change in control events. |
(5) | These shares are held jointly with spouse. |
(6) | Each RSU represents the right to recieve one share of Common Stock, subject to adjustment as provided in the Grant Agreement. |
(7) | The RSUs vest at a rate of 20% annually over five years, subject to continued employment of the reporting person. Vesting occurs on December 15 of each year, commencing in the calendar year of the grant. On each vesting date, for each RSU vesting on such date, the reporting person will receive one share of Common Stock. |