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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 | ||||||||
Deferred Stock Unit (1) | $ 21.52 (2) | 01/04/2005 | A | 4,182 (2) | (1) | 01/01/2010 | Common Stock, $.01 par value | 4,182 | $ 21.52 | 4,182 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROONEY THOMAS S JR C/O INSITUFORM TECHNOLOGIES, INC. 702 SPIRIT 40 PARK DRIVE CHESTERFIELD, MO 63005 |
X | President & CEO |
/s/ Thomas S. Rooney, Jr. | 01/05/2005 | |
**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) | Each deferred stock unit ("DSU") represents the issuer's obligation to transfer one share of Class A common stock ("Common Stock"), to the undersigned as soon as practicable after January 1, 2010 or upon termination of employment, if earlier. The DSUs reported in this Form 4 are granted pursuant to the issuer's amended and restated 2001 Employee Equity Incentive Plan, and vest immediately upon grant (January 4, 2005). The undersigned may elect to defer the date of distribution and transfer of Common Stock to January 1, 2015, or any later date. The DSUs reported herein relate to the Form 4 filed on October 29, 2004, upon approval of the award by the issuer's compensation committee on October 27, 2004, but at which time the number of DSUs to be granted was undeterminable. |
(2) | The number of DSUs acquired equals the number of shares represented by the quotient of $90,000 over the closing price on The Nasdaq Stock Market of the issuer's Common Stock on January 4, 2005 ($21.52). |