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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 | ||||||||
| Non-Qualified Director Stock Option | $ 38.89 (2) | 01/02/2007 | A | 2,400 | (1) | 01/02/2017 | Class A Common Stock | 2,400 | $ 0 | 9,900 | D | ||||
| Stock Units (6) | (3) | 01/02/2007 | A | 1,200 | (4) | (5) | Class A Common Stock | 1,200 (7) | $ 0 | 1,700 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| PIPPIN M LENNY 5995 OPUS PARKWAY MINNETONKA, MN 55343 |
X | |||
| /s/ Jeffrey L. Cotter, Attorney-in-Fact | 02/08/2007 | |
| **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) | Subject to the terms of the company's plan, this option vests in full on the first anniversary of the date of grant. |
| (2) | In accordance with the terms of the company's plan, the exercise price of this option should have been equal to the closing price of the company's Class A Common Stock on December 29, 2006, the trading day preceeding the date on which such option was issued. |
| (3) | Grant of stock pursuant to Section 16b-3. |
| (4) | The Stock Units do not entitle the holder thereof to any voting or other rights as a company shareholder until the date of issuance of a certificate representing shares of the company's Class A Common Stock in lieu of such Stock Units. |
| (5) | Mr. Pippin has elected to defer his 2007 compensation resulting from his participation on the company's Board of Directors and committees thereof until the termination of his services as a director of the company for any reason. |
| (6) | Pursuant to the terms of the company's Amended and Restated Directors' Deferred Compensation Plan, Stock Units are units of unpaid cash or Stock Award (as defined in the Plan) compensation deferred by a participant under the plan. Stock Units entitle the holder thereof to receive an equivalent number of shares of the Company's Class A Common Stock upon certain termination events. |
| (7) | Upon any issuance of shares of Class A Common Stock, cash will be paid in lieu of any fractional shares. |