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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 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 | ||||||||
Retention Units 2006-2008 | (4) | Ìý | Ìý | Ìý | Ìý | Ìý | Ìý | Ìý (5) | Ìý (5) | Common Shares | 9,960 (5) | Ìý | 9,960 (6) | D | Ìý |
Retention Units 2007-2009 | (4) | Ìý | Ìý | Ìý | Ìý | Ìý | Ìý | Ìý (7) | Ìý (7) | Common Shares | 11,100 (7) | Ìý | 11,100 (8) | D | Ìý |
Reporting Owner Name / Address | Relationships | |||
ÌýDirector | Ìý10% Owner | ÌýOfficer | ÌýOther | |
Carrabba Joseph A 1100 SUPERIOR AVENUE 15TH FLOOR CLEVELAND,ÌýOHÌý44114 |
Ìý X | Ìý | Ìý Chairman, Pres. & CEO | Ìý |
ÌýGeorge W. Hawk, Jr. by Power of Attorney | Ìý 05/27/2008 | |
**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) | Surrender of shares in payment of the related tax liability incurred by the reporting person upon the vesting of a restricted stock grant. |
(2) | Total amount reflects the Company's 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving an additiona 39,438 common shares and 5,750 restricted stock units. |
(3) | Held for the benefit of the Reporting Person by the ÐÇ¿Õ´«Ã½ Inc Voluntary Non-Qualified Deferred Compensation Plan (VNQDC). Total ownership reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 1,057 additional shares in the VNQDC. |
(4) | Each Retention Unit represents the value of one Common Share of the Company. |
(5) | Represents a grant of Retention Units to the Reporting Person under the ÐÇ¿Õ´«Ã½ Inc Long-Term Incentive Program covering the period January 1, 2006 through December 31, 2008 (Incentive Period). Payment of the Retention Units will be made in cash after the completion of the Incentive Period based upon the employment by the Company of the Reporting Person and the market value of a Common Share of the Company on the last day of the Incentive Period. |
(6) | Total amount reflects a Company 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 4,980 additional retention units. |
(7) | Represents a grant of Retention Units to the Reporting Person under the ÐÇ¿Õ´«Ã½ Inc Long-Term Incentive Program covering the period January 1, 2007 through December 31, 2009 (Incentive Period). Payment of the Retention Units will be made in cash after the completion of the Incentive Period based upon the employment by the Company of the Reporting Person and the market value of a Common Share of the Company on the last day of the Incentive Period. |
(8) | Total amount reflects the 2-for-1 stock split on May 15, 2008, which resulted in the reporting person's receiving 5,550 additional retention units. |