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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 | ||||||||
RESTRICTED STOCK UNITS | (1) | 03/31/2016 | 03/31/2016 | COMMON STOCK | (1) | 34,052 | D | ||||||||
RESTRICTED STOCK UNITS | (2) | 03/31/2015 | 03/31/2015 | COMMON STOCK | (2) | 37,879 | D | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $ 6.61 | (3) | 04/01/2019 | COMMON STOCK | 75,000 | 75,000 | D | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $ 11.46 | (4) | 05/22/2018 | COMMON STOCK | 50,000 | 50,000 | D | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $ 12.52 | (5) | 05/24/2017 | COMMON STOCK | 100,000 | 100,000 | D | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $ 11.34 | (6) | 05/25/2016 | COMMON STOCK | 20,833 | 20,833 | D | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $ 7.14 | (7) | 05/27/2015 | COMMON STOCK | 16,667 | 16,667 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MORRISON MARK J 777 MAIN STREET SUITE 1000 FORT WORTH, TX 76102 |
President; CEO |
STEVEN D. DAVIDSON AS ATTORNEY-IN-FACT FOR MARK J. MORRISON | 12/26/2013 | |
**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 restricted stock units conditionally granted April 10, 2013 subject to shareholder approval, which was obtained May 30, 2013. Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria are based on the compound average annual growth rate ("CAGR") in book value per share from January 1, 2013 to December 31, 2015, and earn a percentage of a share of common stock per restricted stock unit, as follows: (i) CAGR less than 8% earns 0%; (ii) 8% CAGR earns 50%; (iii) 9% CAGR earns 64%; (iv) 10% CAGR earns 79%; (v) 11% CAGR earns 93%; (vi) 12% CAGR earns 107% shares; (vii) 13% CAGR earns 122%; (viii) 14% CAGR earns 136%; and (ix) 15% or greater CAGR earns 150%. |
(2) | Represents restricted stock units conditionally granted July 27, 2012 subject to shareholder approval, which was obtained May 30, 2013. Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria are based on the compound average annual growth rate ("CAGR") in book value per share from January 1, 2012 to December 31, 2014, and earn a percentage of a share of common stock per restricted stock unit, as follows: (i) CAGR less than 8% earns 0%; (ii) 8% CAGR earns 50%; (iii) 9% CAGR earns 64%; (iv) 10% CAGR earns 79%; (v) 11% CAGR earns 93%; (vi) 12% CAGR earns 107% shares; (vii) 13% CAGR earns 122%; (viii) 14% CAGR earns 136%; and (ix) 15% or greater CAGR earns 150%. |
(3) | Represents grant of employee stock options which become exercisable in seven equal annual installments commencing April 1, 2010. |
(4) | Represents grant of employee stock options exercisable as to 5,000, 10,000, 15,000 and 20,000 shares on May 22, 2009, 2010, 2011 and 2012, respectively. |
(5) | Represents grant of employee stock options exercisable as to 10,000, 20,000, 30,000 and 40,000 shares on May 24, 2008, 2009, 2010 and 2011, respectively. |
(6) | Represents grant of employee stock options exercisable as to 2,083, 4,167, 6,250 and 8,333 shares on May 25, 2007, 2008, 2009 and 2010, respectively. |
(7) | Represents grant of employee stock options exercisable as to 1,667, 3,333, 5,000 and 6,667 shares on May 27, 2006, 2007, 2008 and 2009, respectively. |