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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 | ||||||||
Class A Common Stock (right to buy) | $ 13 | 06/30/2006 | D | 10,000 | (2) | 07/25/2006 | Class A Common Stock | 10,000 | (2) | 0 | D | ||||
Class A Common Stock (right to buy) | $ 19.25 | 06/30/2006 | D | 5,000 | (3) | 02/19/2007 | Class A Common Stock | 5,000 | (3) | 0 | D | ||||
Class A Common Stock (right to buy) | $ 24.75 | 06/30/2006 | D | 5,000 | (4) | 02/18/2008 | Class A Common Stock | 5,000 | (4) | 0 | D | ||||
Class A Common Stock (right to buy) | $ 17.5 | 06/30/2006 | D | 5,000 | (5) | 02/17/2009 | Class A Common Stock | 5,000 | (5) | 0 | D | ||||
Class A Common Stock (right to buy) | $ 21.875 | 06/30/2006 | D | 2,500 | (6) | 02/28/2010 | Class A Common Stock | 2,500 | (6) | 0 | D | ||||
Class A Common Stock (right to buy) | $ 13.625 | 06/30/2006 | D | 2,500 | (7) | 02/28/2011 | Class A Common Stock | 2,500 | (7) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CVENGIROS WILLIAM D 101 ENTERPRISE ALISO VIEJO, CA 92656 |
X |
/s/ Gunnar B. Gooding Attorney-in-fact for Reporting Person | 07/05/2006 | |
**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) | These shares of Class A common stock have been cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer in exchange for $17.00 per share. |
(2) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer, in exchange for 40,000 which is the product of (i) the excess of the merger consideration of $17.00 per share over the per share exercise price of the option multiplied by (ii) the number of shares of common stock subject to such option. |
(3) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer. |
(4) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer. |
(5) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer. |
(6) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer. |
(7) | This option was cancelled pursuant to the agreement and plan of merger among Koosharem Corporation, a California corporation, RT Acquisition Corp., a Delaware corporation and issuer, in exchange for $8,437.50 which is the product of (i) the excess of the merger consideration of $17.00 per share over the per share exercise price of the option multiplied by (ii) the number of shares of common stock subject to such option. |