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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 | ||||||||
Employee Stock Option (Right to Buy) | $ 44.1 | 12/31/2008 | J | 300,000 | (1) | 08/11/2013 | Class A Common Stock | 0 | (1) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 37.57 | (2) | 07/23/2012 | Class A Common | 360,000 | 360,000 (3) | D | ||||||||
Employee Stock Option (Right to Buy) | $ 35.75 | (2) | 07/23/2012 | Class A Common Stock | 240,000 | 240,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DEASON DARWIN 2828 N. HASKELL AVENUE DALLAS, TX 75204 |
X | Chairman of the Board | See Remarks |
/s/ Darwin Deason | 12/31/2008 | |
**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) | This stock option grant was related to Reporting Person's Supplemental Executive Retirement Agreement, as amended ("SERP"). This option was currently exercisable on Reporting Person's normal retirement date under the terms of the SERP, but subject to change based on the occurrence of certain designated events. Mr. Deason and ACS agree that this stock option grant was terminated without exercise on December 31, 2008. |
(2) | These options vest and become exercisable as follows: on each anniversary date of the grant, commencing with the first such anniversary date and continuing on each such anniversary thereafter through and including the fifth anniversary of the date of the grant, 20% of such options shall vest and become exercisable. The date of grant is 10 years prior to the stated expiration date. |
(3) | As a result of an internal investigation of the Issuer's stock option grant practices, it was determined the accounting measurement date for certain stock option grants were incorrect. A part of this stock option grant has been repriced to reflect the fair market value on the correct measurement date. The Reporting Person received a Grant of Employee Stock Option (Right to Buy) on July 23, 2002 for 600,000 shares of ACS Class A Common Stock $0.01 par value at an Exercise Price of $35.75 per share expiring on July 23, 2012. The Exercise Price for the 240,000 shares will remain at $35.75 per share, which was the Exercise Price on the date of grant. The Exercise Price for the 360,000 shares has been repriced at $37.57 per share. |
Remarks: Remarks: The reporting person owns less than 10% of the registered shares of the Issuer, but owns more than 10% of the total voting power. |