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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) | $ 2.1582 | 04/28/2005 | M | 139,000 (3) | (4) | 07/01/2005 | Class A Common Stock | 139,000 | (5) | 0 (3) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DECESARIS GEATON A JR 10 HIGHWAY 35 RED BANK, NJ 07701 |
X |
Nancy A. Marrazzo | 05/02/2005 | |
**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) | 30,200 consists of the following trades: 200 @ $50.43; 1,000 @ $50.5; 1,000 @ $50.52; 500 @ $50.55; 200 @ $50.58; 1,500 @ $50.59; 800 @ $50.6; 800 @ $50.61; 300 @ $50.62; 200 @ $50.63; 500 @ $50.65; 200 @ $50.66; 400 @ $50.68; 1,100 @ $50.7; 1,000 @ $50.72; 400 @ $50.73; 1,400 @ $50.74; 3,400 @ $50.75; 1,100 @ $50.76; 900 @ $50.77; 1,000 @ $50.78; 1,000 @ $50.8; 800 @ $50.81; 1,800 @ $50.83; 100 @ $50.85; 100 @ $50.86; 200 @ $50.87; 400 @ $50.88; 200 @ $50.9; 700 @ $50.92; 100 @ $50.98; 3,900 @ $51; 500 @ $51.02; 200 @ $51.03; 300 @ $51.05; 300 @ $51.07; 100 @ $51.09; 600 @ $51.14; 300 @ $51.17; 200 @ $51.2; 100 @ $51.21; 100 @ $51.29; 300 @ $51.35. |
(2) | In addition, the Reporting Person is trustee and beneficary of the Geaton A. DeCesaris Charitable Remainder Unitrust for which he holds indirectly 20,000 shares of Class A Common Stock; the Reporting Person continues to report beneficial ownership of all of the Class A Common Stock held by the unitrust but disclaims beneficial ownership except to the extent of his pecuniary interest therein. The Reporting Person also holds indirectly 200,000 shares of Class A Common Stock which are held by the DeCesaris Family LLC #1 for which he disclaims beneficial ownership of the shares held by the LLC except to the extent of his pecuniary interest therein. In addition, the Reporting Person holds indirectly 105,740 shares of Class A Common Stock which are held by the Geaton and Jospehine DeCesaris Family Trust and 21,458 shares of Class A Common stock which are held by Five Queens, Inc., a subchapter S corporation owned by the Reporting Person's children and of which he is the President. |
(3) | This option was previously reported as covering 69,500 shares at an exercise prices of $4.3165 per share, but was adjusted to reflect the 2-for-1 stock split on March 19, 2004. |
(4) | Immediate |
(5) | N/A |