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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 | ||||||||
| Employee Stock Option (Right to Buy) | $ 10.0686 (2) | 09/24/2007 | D | 966,143 | 02/26/1998 | 02/26/2008 | Common Stock | 966,143 | (3) | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 15.917 (2) | 09/24/2007 | D | 410,625 | 01/04/1999 | 01/04/2009 | Common Stock | 410,625 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 15.6665 (2) | 09/24/2007 | D | 410,625 | 02/18/1999 | 02/18/2009 | Common Stock | 410,625 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 15.7264 (2) | 09/24/2007 | D | 410,625 | 02/26/1999 | 02/26/2009 | Common Stock | 410,625 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 13.5156 (2) | 09/24/2007 | D | 1,140,625 | 02/17/2000 | 02/17/2010 | Common Stock | 1,140,625 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 21.2154 (2) | 09/24/2007 | D | 205,313 | 09/09/2000 | 09/09/2010 | Common Stock | 205,313 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 31.4202 (2) | 09/24/2007 | D | 292,000 | 02/22/2001 | 02/22/2011 | Common Stock | 292,000 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 49.755 (2) | 09/24/2007 | D | 328,500 | 03/04/2002 | 03/04/2012 | Common Stock | 328,500 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 22.7973 (2) | 09/24/2007 | D | 7,500 | 12/08/2005 | 12/08/2014 | Common Stock | 7,500 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 22.7973 (2) | 09/24/2007 | D | 22,500 | 12/22/2005 | 12/08/2014 | Common Stock | 22,500 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 24.6842 (2) | 09/24/2007 | D | 50,000 | 02/22/2007 | 02/22/2016 | Common Stock | 50,000 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 24.6842 (2) | 09/24/2007 | D | 50,000 | 09/24/2007(4) | 02/22/2016 | Common Stock | 50,000 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 24.6842 (2) | 09/24/2007 | D | 50,000 | 09/24/2007(4) | 02/22/2016 | Common Stock | 50,000 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 24.6842 (2) | 09/24/2007 | D | 50,000 | 09/24/2007(4) | 02/22/2016 | Common Stock | 50,000 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 25.555 | 09/24/2007 | D | 80,600 | 09/24/2007(4) | 02/21/2017 | Common Stock | 80,600 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 25.555 | 09/24/2007 | D | 80,600 | 09/24/2007(4) | 02/21/2017 | Common Stock | 80,600 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 25.555 | 09/24/2007 | D | 80,600 | 09/24/2007(4) | 02/21/2017 | Common Stock | 80,600 | $ 0 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $ 25.555 | 09/24/2007 | D | 80,600 | 09/24/2007(4) | 02/21/2017 | Common Stock | 80,600 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| LABRY EDWARD A III 6200 SOUTH QUEBEC STREET GREENWOOD VILLAGE, CO 80111 |
Sr. EVP | |||
| By: Stanley J. Andersen, Attorney-in-Fact | 09/26/2007 | |
| **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) | Disposed of in connection with the merger of Omaha Acquisition Corporation with and into the Company, with the Company as the surviving corporation, effective September 24, 2007, pursuant to the Merger Agreement dated April 1, 2007 among New Omaha Holdings L.P., Omaha Acquisition Corporation, and the Company. The shares listed above held by the reporting person were exchanged for an equity interest in New Omaha Holdings Corporation. In connection with the merger, the issuer's common stock was valued at $34.00 per share. |
| (2) | The exercise price shown reflects the anti-dilution adjustment for the issuer's spin-off of The Western Union Company on September 29, 2006. |
| (3) | The price of all derivative securities in Table II, Column 8 is the difference between $34.00 and the exercise price for the security listed in Column 2 except, if the exercise price was greater than $34.00, the price of the derivative security was $0. |
| (4) | Immediately before the effective time of the merger of Omaha Acquisition Corporation with and into the Company, all unvested options and stock awards became fully vested and immediately exercisable. |