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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 | ||||||||
Stock Option (Right to Buy) | $ 5.625 | 08/12/2005 | M | 2,500 | 11/17/1999 | 11/17/2009 | Common Stock and Series I Preferred Stock (3) | 2,500 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy) | $ 5.99 | 08/12/2005 | M | 1,000 | 10/30/1997 | 10/30/2007 | Common Stock and Series I Preferred Stock (4) | 1,000 | $ 0 | 0 | D | ||||
Series I Preferred Stock | $ 12 | 08/12/2005 | M | 2,500 | 06/17/2007 | 09/14/2007 | Common Stock | 1,250 | $ 5.625 (1) (3) | 20,773 | D | ||||
Series I Preferred Stock | $ 12 | 08/12/2005 | M | 1,000 | 06/17/2007 | 09/14/2007 | Common Stock | 500 | $ 5.99 (2) (4) | 21,773 | D | ||||
Series I Preferred Stock | $ 12 | 06/17/2005 | 09/14/2007 | Common Stock | 17,850 | 35,700 | I | By Husband |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
OSTER SHARON M C/O THE ARISTOTLE CORPORATION 96 CUMMINGS POINT ROAD STAMFORD, CT 06902 |
X |
H. William Smith, pursuant to a Power of Attorney dated 08/30/2002 | 08/15/2005 | |
**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) | On June 17, 2002, the Issuer paid a stock dividend on its common stock of one share of Series I convertible preferred stock ("Series I Preferred Stock") for each share of its common stock. The Reporting Person received 2,500 shares of the Issuer's common stock and 2,500 shares of Series I Preferred Stock upon exercise of the stock option by the Reporting Person. |
(2) | On June 17, 2002, the Issuer paid a stock dividend on its common stock of one share of Series I convertible preferred stock for each share of its common stock. The Reporting Person received 1,000 shares of the Issuer's common stock and 1,000 shares of Series I Preferred Stock upon exercise of the stock option by the Reporting Person. |
(3) | This option was previously reported as an option for 2,500 shares of common stock at an exercise price of $5.625 per share, but was adjusted to reflect the stock dividend paid by the Issuer on June 17, 2002. As a result of the stock dividend, the option entitled the Reporting Person to receive, upon exercise, 2,500 shares of Series I Preferred Stock for no additional consideration. |
(4) | This option was previously reported as an option for 1,000 shares of common stock at an exercise price of $5.99 per share, but was adjusted to reflect the stock dividend paid by the Issuer on June 17, 2002. As a result of the stock dividend, the option entitled the Reporting Person to receive, upon exercise, 1,000 shares of Series I Preferred Stock for no additional consideration. |