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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 | ||||||||
Incentive Stock Option (right to buy) | $ 35.0916 | 07/02/2005 | A(3) | V | 14,243 | (4) | 04/04/2011 | Common Stock | 14,243 | (4) | 14,243 | D | |||
Non-Qualified Stock Option (right to buy) | $ 14.4636 | 07/02/2005 | A(3) | V | 825,724 | (5) | 11/19/2012 | Common Stock | 825,724 | (5) | 825,724 | D | |||
Non-Qualified Stock Option (right to buy) | $ 16.2871 | 07/02/2005 | A(3) | V | 1,405,250 | (6) | 10/01/2011 | Common Stock | 1,405,250 | (6) | 1,405,250 | D | |||
Non-Qualified Stock Option (right to buy) | $ 29.3898 | 07/02/2005 | A(3) | V | 449,680 | (7) | 02/17/2014 | Common Stock | 449,680 | (7) | 449,680 | D | |||
Non-Qualified Stock Option (right to buy) | $ 35.0916 | 07/02/2005 | A(3) | V | 1,109,956 | (8) | 04/04/2011 | Common Stock | 1,109,956 | (8) | 1,109,956 | D | |||
Incentive Stock Option (right to buy) | $ 21.22 | 07/02/2005 | A | 18,848 | (9) | 07/02/2015 | Common Stock | 18,848 | $ 0 | 18,848 | D | ||||
Non-Qualified Stock Option (right to buy) | $ 21.22 | 07/02/2005 | A | 231,152 | (9) | 07/02/2015 | Common Stock | 231,152 | $ 0 | 231,152 | D | ||||
Non-Qualified Stock Option (right to buy) | $ 21.8466 | 07/02/2005 | A(3) | V | 621,682 | (10) | 02/15/2012 | Common Stock | 621,682 | (10) | 621,682 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BLOOM GARY L 20330 STEVENS CREEK BOULEVARD CUPERTINO, CA 95014 |
X | Vice-Chairman and President |
Edward F. Malysz, as attorney-in-fact for Gary Bloom | 07/06/2005 | |
**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) | Exempt transaction pursuant to Rule 16b-3(d) of the Exchange Act of 1934 as amended. |
(2) | Shares were received pursuant to merger agreement with Symantec Corporation in exchange for shares of VERITAS Software Corporation common stock based on an exchange ratio of 1.1242. On the trading day preceding the effective date of the merger (which effective date was not a trading day), the closing prices of VERITAS Software Corporation common stock and Symantec Corporation common stock were $23.60 per share and $21.22 per share, respectively. |
(3) | Exempt transaction pursuant to Rule 16b-3(d) of the Exchange Act of 1934, as amended. |
(4) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 12,670 shares of VERITAS Software Corporation common stock having an exercise price of $39.45 per share with one-eighth of the option vesting on 5/4/2001 and the remaining option vesting in forty-two equal monthly installments thereafter, subject to 50% acceleration for all unvested shares on the effective date of the merger. |
(5) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 734,500 shares of VERITAS Software Corporation common stock having an exercise price of $16.26 per share and vesting in forty-eight equal monthly installments beginning 9/1/2002, subject to 50% acceleration for all unvested shares on the effective date of the merger. |
(6) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 1,250,000 shares of VERITAS Software Corporation common stock having an exercise price of $18.31 per share and vesting in forty-eight equal monthly installments beginning 10/1/2005, subject to 50% acceleration for all unvested shares on the effective date of the merger. |
(7) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 400,000 shares of VERITAS Software Corporation common stock having an exercise price of $33.04 per share and vesting in forty-eight equal monthly installments beginning 11/1/2003, subject to 50% acceleration for all unvested shares on the effective date of the merger. |
(8) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 987,330 shares of VERITAS Software Corporation common stock having an exercise price of $39.45 per share and vesting in forty-eight equal monthly installments beginning 4/1/2001, subject to 50% acceleration for all unvested shares on the effective date of the merger. |
(9) | Twenty-five percent of the option vests and becomes exercisable on the first anniversary of the grant date, and the remaining option vests and becomes exercisable in thirty-six equal monthly installments thereafter. |
(10) | Option was received in the merger with Symantec Corporation in exchange for an employee stock option to acquire 553,000 shares of VERITAS Software Corporation common stock having an exercise price of $24.56 per share and vesting in forty-eight equal monthly installments beginning 11/15/2004. |