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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 (2006 Award) | (2) | 10/16/2006 | A | 5.1784 | 06/27/2007(3) | (3) | Common Stock | 5.1784 | $ 28.755 | 3,727.8291 | D | ||||
| Restricted Stock Units (2005 Award) | (2) | 10/16/2006 | A | 4.4824 | (3)(5) | (3) | Common Stock | 4.4824 | $ 28.755 | 3,226.7632 | D | ||||
| Restricted Stock Units (2004 Award) | (2) | 10/16/2006 | A | 2.1756 | (3)(4) | (3) | Common Stock | 2.1756 | $ 28.755 | 1,566.1715 | D | ||||
| Phantom Stock | (2) | 10/16/2006 | A | 18.0578 | (3) | (3) | Common Stock | 18.0578 | $ 28.755 | 12,999.3615 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| BYRD CAROLYN H 9950 MAYLAND DRIVE RICHMOND, VA 23233 |
X | |||
| /s/ Alice G. Givens, Attorney in Fact | 10/18/2006 | |
| **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) | The director has elected to receive a stock grant in lieu of retainer, meeting fees or other cash compensation to which he or she would otherwise be entitled. The number of shares under the stock grant is equal to the amount of fees otherwise payable to the director divided by the fair market value of the Company's common stock on the payment date, rounded to the nearest whole share. The director is not permitted to sell or transfer the underlying shares of stock received until he or she ceases to be a director of the Company. |
| (2) | 1 for 1 |
| (3) | This director has elected to defer payment under the Restricted Stock Unit Deferral Program (the "Program") of the restricted stock units issued under the Circuit City Stores, Inc. 2000 Non-Employee Director Stock Incentive Plan. Vested deferred shares are held as "phantom stock" in a phantom stock account. Dividends on vested and unvested shares will be reinvested until distributions are made. The shares underlying the phantom stock units in the director's account will be distributed to the director when he or she ceases to serve as a director of the company. |
| (4) | The Units vest in three equal annual installments beginning on June 15, 2005. |
| (5) | The Units vest in three equal annual installments beginning on June 21, 2006. |