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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 | ||||||||
Director Stock Option | $ 28.64 | 11/30/2012 | D | 4,000 | 04/27/2007(4) | 04/27/2014 | Ordinary Shares | 4,000 | $ 50.46 | 0 | D | ||||
Director Stock Option | $ 32.6 | 11/30/2012 | D | 4,000 | 04/26/2008(4) | 04/26/2015 | Ordinary Shares | 4,000 | $ 46.5 | 0 | D | ||||
Director Stock Option | $ 46.73 | 11/30/2012 | D | 4,000 | 04/25/2009(4) | 04/25/2016 | Ordinary Shares | 4,000 | $ 32.37 | 0 | D | ||||
Director Stock Option | $ 49.39 | 11/30/2012 | D | 4,000 | 04/24/2010(4) | 04/24/2017 | Ordinary Shares | 4,000 | $ 29.71 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SMITH GERALD B SMITH GRAHAM & COMPANY 6900 CHASE TOWER, 600 TRAVIS HOUSTON, TX 77002 |
X |
Attorney-in-Fact | 12/04/2012 | |
**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) | Disposed of pursuant to the Transaction Agreement between the Company and Eaton Corporation for $39.15 in cash and .77479 ordinary shares of Eaton Corporation plc. The shares of Eaton Corporation had a market value of $51.9056 on the Effective Date of the Transaction. |
(2) | Includes 175 unissued shares for dividend equivalents credited pursuant to the Amended and Restated Directors' Stock Plan. |
(3) | Unissued deferred shares held under the Amended and Restated Directors' Stock Plan. Converted into the right to receive a cash payment equal to the underlying value of the Company 's ordinary shares on the effective date of the Transaction Agreement between the Company and Eaton Corporation. |
(4) | Option granted under the Company's Amended and Restated Director Stock Plan. The option converted into the right to receive a cash payment repesenting the difference between the exercise price of the option and the underlying value of the Company 's ordinary shares on the effective date of the Transaction Agreement between the Company and Eaton Corporation. |