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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 Class A Common Stock) | $ 35.84 | 06/02/2011 | A | 4,484 | (2) | 06/02/2021 | Class A Common Stock | 4,484 | $ 0 | 4,484 | D | ||||
Class B Common Stock (3) | $ 0 | (3) | (3) | Class A Common Stock | 344,288 | 344,288 (4) | I | By David W. Hanna, Trustee, David William Hanna Trust dated October 30, 1989 | |||||||
Class B Common Stock (3) | $ 0 | (3) | (3) | Class A Common Stock | 3,383 | 3,383 (5) | I | By Tim J. Morgan, Trustee of David W. Hanna Children's Trust dated 6/5/08 | |||||||
Class B Common Stock (3) | $ 0 | (3) | (3) | Class A Common Stock | 31,981 | 31,981 | I | By Virginia L. Hanna Trust dated August 16, 2001 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hanna Virginia L 8105 IRVINE CENTER DRIVE, SUITE 1170 IRVINE, CA 92618 |
X |
/s/ Lina Davidian as attorney-in-fact for Virginia L. Hanna | 06/06/2011 | |
**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) | Represents shares of Class A common stock underlying a restricted stock unit award that vests as to all such shares at the 2012 annual stockholders meeting. |
(2) | Option will be fully vested and immediately exercisable at the 2012 annual stockholders meeting. |
(3) | The Class B Common Stock is convertible at the holder's option into the issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date. |
(4) | The trustee of the trust is the husband of the reporting person. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's economic interest therein, and the inclusion of the securities in this report shall not be deemed an admission of beneficial ownership of any of the reported securities for purposes of Section 16 or for any other purposes. |
(5) | The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |