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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 | ||||||||
| 2010 February Restricted Units | (3) | 02/25/2011 | D | 9,300 | (3) | (3) | Common Stock | 9,300 | $ 0 | 18,602 | D | ||||
| 2010 February Performance-Based Restricted Units | (1) | 02/25/2011 | A | 18,602 | (1) | (1) | Common Stock | 18,602 | $ 0 | 18,602 | D | ||||
| 2010 February Performance Based Stock Option (Right to Buy) | $ 5.03 (4) | 02/25/2011 | A | 16,164 | (4) | 02/25/2020 | Common Stock | 16,164 | $ 0 | 16,164 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Fraser Cathy 1445 ROSS AVENUE SUITE 1400 DALLAS, TX 75202 |
Senior Vice President | |||
| /s/ Kristina A. Mack, Attorney-in-Fact for Cathy Fraser | 03/01/2011 | |
| **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) | (CF1) As previously reported, on February 25, 2010, the reporting person received a grant of 27,902 performance restricted units that were subject to the issuer's attainment of a specified one-year performance metric for the year then-ending December 31, 2010. The performance metric was met; therefore, these restricted units vest ratably on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 25, 2011, resulting in the vesting and settlement of 9,300 shares of common stock, as shown in Table I. The remaining 18,602 performance restricted units, which will vest in equal amounts on February 25, 2012 and 2013, are shown in Table II. Restricted units are settled in shares of the issuer's common stock upon vesting. |
| (2) | Shares withheld for payment of taxes upon vesting of restricted units in accordance with Rule 16b-3. |
| (3) | (CF3) As previously reported, on February 25, 2010, the reporting person received a grant of 27,902 restricted units that vest ratably on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 25, 2011, resulting in the vesting and settlement of 9,300 shares of common stock as shown in Table I and Table II. The remaining 18,602 restricted units, as shown in Table II, will vest in equal amounts on February 25, 2012 and 2013. Restricted units are settled in shares of the issuer's common stock upon vesting. |
| (4) | (CF4) As previously reported, on February 25, 2010, the reporting person received a grant of 16,164 performance stock options that were subject to the issuer's attainment of a specified one-year performance metric for the year then-ending December 31, 2010. The performance metric was met; therefore, these options vest ratably on each of the first, second and third anniversaries of the date of grant. The performance stock options were granted with an exercise price of $5.03, the closing price of the issuer's common stock on the date of grant. |