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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) | $ 0.03 | 10/20/2004 | A | 209 | (2) | 08/31/2011 | Common Stock | 209 | $ 0 (1) | 209 | D | ||||
Employee Stock Option (right to buy) | $ 0.06 | 10/20/2004 | A | 9,390 | (2) | 03/25/2012 | Common Stock | 9,390 | $ 0 (1) | 9,390 | D | ||||
Employee Stock Option (right to buy) | $ 18.35 | 10/20/2004 | A | 16,000 | (3) | 04/29/2013 | Common Stock | 16,000 | $ 0 (1) | 16,000 | D | ||||
Employee Stock Option (right to buy) | $ 22.19 | 10/20/2004 | A | 12,000 | (4) | 06/28/2013 | Common Stock | 12,000 | $ 0 (1) | 12,000 | D | ||||
Employee Stock Option (right to buy) | $ 29.55 | 10/20/2004 | A | 28,000 | (5) | 01/30/2014 | Common Stock | 28,000 | $ 0 (1) | 28,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCEWAN ALASTAIR STUART 251 BALLARDVALE STREET WILMINGTON, MA 01887 |
Corporate Vice President |
/s/ Rushna Heneghan as attorney-in-fact for Alastair Stuart McEwan | 10/22/2004 | |
**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) | Shares and options to purchase shares of Issuer common stock were acquired pursuant to the transactions contemplated by the Agreement and Plan of Merger dated as of June 30, 2004, by and among the Issuer, Inveresk Research Group, Inc. Indigo Merger I Corp. and Indigo Merger II LLC (successor to Indigo Merger II Corp.). |
(2) | Immediately. |
(3) | 5,333 options are immediately exercisable; 5,333 options are exercisable on 4/29/05 and 5,334 options are exercisable on 4/29/06. |
(4) | 4,000 options are immediately exercisable; 4,000 options are exercisable on each of 6/28/05 and 6/28/06. |
(5) | 9,333 options are exercisable on 1/30/05 and 1/30/04; 9,334 options are exercisable on 1/30/07. |