|
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 |
|
| |||||||||||||||||||||||||||||
| |||||||||||||||||||||||||||||
| 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) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Forward Contract/ Confirmations (1) | (2) | 11/14/2005 | J(2) | 75,600 | (2) | (2) | Common Stock | 75,600 | (3) | 256,775 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| DESOTO JORDAN 2300 WEST PLANO PKWY PLANO, TX 75075 |
X | |||
| By: Rex C Mills For: Desoto S Jordan | 11/16/2005 | |
| **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) | On May 20, 2003, Desoto S. Jordan entered into a Pre-Paid Forward Purchase Agreement (the "Forward Contract") with Citigroup Global Markets Inc. ("Citigroup"), pursuant to which Citigroup agreed to purchase from Mr. Jordan up to 550,000 shares of Class A Common Stock of Perot Systems Corporation (the "Shares"). |
| (2) | The actual number of Shares purchased by Citigroup will depend upon the price of the Shares on the Settlement Date (as defined below) (the "Reference Price") and the application of a formula (the "formula") to that Reference Price. The Forward Contract contemplates that, from time to time, the parties will enter into agreements specifying the details regarding the purchase and sale of the Shares (each, a "Confirmation"). The Forward Contract provides that each Confirmation shall specify (i) the maximum number of Shares subject to such Confirmation (the "Share Base Amount"), (ii) the purchase price for the Shares (the "Purchase Price"), (iii) the date by which the Share Base Amount for such Confirmation must be pledged to Citigroup (the "Collateral Delivery Date"), and (iv) the settlement date for such Confirmation (the "Settlement Date"). |
| (3) | Under the terms of the Forward Contract, the parties entered into a Confirmation, dated November 13, 2003, covering a Share Base Amount of 100,000 of the Shares, with a Purchase Price of U.S. $944,330.00, Collateral Delivery Date of November 18, 2003 and Settlement Date of November 14, 2005. Pursuant to the Formula set forth in such Confirmation, Mr. Jordan delivered on the Settlement Date to Citigroup 75,600 Shares for the total Purchase Price of U.S. $944,330.00. Upon the Settlement, Mr. Jordan retained 24,400 Shares. |