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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 | ||||||||
Stock Options (Right to buy) | $ 18.5 | 02/11/2001(3) | 02/11/2010(3) | Common Stock | 70,000 | 70,000 | D | ||||||||
Stock Options (Right to buy) | $ 19.39 | 02/07/2009 | 02/07/2015 | Common Stock | 162,000 | 162,000 | D | ||||||||
Stock Options (Right to buy) | $ 19.5 | 01/17/1998(3) | 01/17/2007(3) | Common Stock | 52,000 | 52,000 | D | ||||||||
Stock Options (Right to buy) | $ 21.0625 | 02/25/2000(3) | 02/25/2009(3) | Common Stock | 70,000 | 70,000 | D | ||||||||
Stock Options (Right to buy) | $ 21.26 | 02/28/2007(3) | 02/28/2013(3) | Common Stock | 175,000 | 175,000 | D | ||||||||
Stock Options (Right to buy) | $ 22.9375 | 01/13/1999(3) | 01/13/2008(3) | Common Stock | 50,000 | 50,000 | D | ||||||||
Stock Options (Right to buy) | $ 23.6 | 02/09/2002(3) | 02/09/2011(3) | Common Stock | 122,000 | 122,000 | D | ||||||||
Stock Options (Right to buy) | $ 25.5 | 02/11/2006(3) | 02/11/2012(3) | Common Stock | 155,000 | 155,000 | D | ||||||||
Stock Options (Right to buy) | $ 26.26 | 02/09/2005 | 02/09/2014 | Common Stock | 175,000 | 175,000 | D | ||||||||
ESOP Convertible Preferred | $ 2.5988 | (4) | (4) | Common Stock | 3,975.08 | 3,975.08 (4) | I | Beneficially Owned - ESOP Trust |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ORTINO HECTOR R 1000 LAKESIDE AVENUE CLEVELAND, OH 44114-1147 |
X | Corporate Executive Officer | Corporate Executive Officer |
Hector R Ortino | 04/07/2005 | |
**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) | Restricted shares of common stock granted under the Performance Share Plan. Restrictions expire based upon degree of achievement of performance goal. At the end of the performance period, 50% of award is paid in shares free of restrictions, and 50% is paid in cash. If the amount awarded is less than 100% of the restricted shares, the balance is forfeited to the company. |
(2) | Restricted shares of common stock granted under the Performance Share Plan. Restrictions expire based upon the degree of achievement of performance goal. At the time of the grant, the participant elected to defer 50% of award shares. If the amount awarded is less than 100% of the restricted shares, the balance is forfeited to the company. |
(3) | Stock Option Grant. Ten year life; 25% vesting the first four years. Upon retirement, unvested options become fully vested and availalble to exercise for the remaining life of the options. |
(4) | Price per share at which Ferro issued 1,520,215 shares of 7% Series A ESOP convertible Preferred Stock. Employees were only able to obtain preferred shares as part of the ESOP company match program. Shares can only be converted to common shares for distribution. |