- Statement of Changes in Beneficial Ownership (4)
July 05 2011 - 4:54PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Expires:
February 28, 2011
Estimated average burden
hours per response...
0.5
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
HAGER DEAN
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2. Issuer Name
and
Ticker or Trading Symbol
Lawson Software, Inc.
[
LWSN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Executive Vice President
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(Last)
(First)
(Middle)
380 ST. PETER STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/5/2011
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(Street)
ST. PAUL, MN 55102
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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7/5/2011
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D
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90159
(1)
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D
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$11.25
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option-Right to Buy
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$10.46
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7/5/2011
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D
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37500
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(2)
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11/7/2014
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Common Stock
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37500
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$0.79
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0
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D
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Option-Right to Buy
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$7.27
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7/5/2011
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D
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111900
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(2)
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8/10/2017
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Common Stock
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111900
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$3.98
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0
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D
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Option-Right to Buy
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$6.30
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7/5/2011
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D
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116600
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(2)
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8/12/2016
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Common Stock
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116600
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$4.95
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0
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D
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Option-Right to Buy
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$4.37
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7/5/2011
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D
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120000
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(2)
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11/12/2015
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Common Stock
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120000
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$6.88
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0
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D
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Explanation of Responses:
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(
1)
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This amount includes 44,550 restricted stock units that vested and were canceled at the effective time of the merger (the "Merger") of Atlantis Merger Sub, Inc. with and into Lawson Software, Inc. (the "Company") in exchange for a cash payment representing the number of units multiplied by the per share purchase price of $11.25 pursuant to that certain Agreement and Plan of Merger, dated April 26, 2011, by and among GGC Software Holdings, Inc., Atlantis Merger Sub, Inc. and the Company.
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(
2)
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This option was canceled in the Merger in exchange for a cash payment representing the number of shares of the Company's common stock underlying such option multiplied by the difference between the per share purchase price of $11.25 and the exercise price of the option.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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HAGER DEAN
380 ST. PETER STREET
ST. PAUL, MN 55102
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Executive Vice President
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Signatures
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/s/ Dean Hager
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7/5/2011
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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