1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Employee Stock Option (right to buy)
|
Â
(2)
|
11/19/2018 |
Class A Common Stock
|
19,010
|
$
4.28
|
D
|
Â
|
Employee Stock Option (right to buy)
|
Â
(3)
|
11/19/2018 |
Class A Common Stock
|
24,700
|
$
4.28
|
D
|
Â
|
Employee Stock Option (right to buy)
|
Â
(4)
|
11/19/2018 |
Class A Common Stock
|
13,310
|
$
4.28
|
D
|
Â
|
Employee Stock Option (right to buy)
|
Â
(5)
|
05/07/2019 |
Class A Common Stock
|
12,000
|
$
6.08
|
D
|
Â
|
Employee Stock Option (right to buy)
|
Â
(6)
|
05/07/2019 |
Class A Common Stock
|
15,600
|
$
6.08
|
D
|
Â
|
Employee Stock Option (right to buy)
|
Â
(7)
|
05/07/2019 |
Class A Common Stock
|
8,400
|
$
6.08
|
D
|
Â
|
Employee Stock Option (right to buy)
|
06/30/2011(8)
|
09/15/2011 |
Class A Common Stock
|
2,863.012
|
$
0.01
|
D
|
Â
|
Employee Stock Option (right to buy)
|
06/30/2012(8)
|
09/15/2012 |
Class A Common Stock
|
4,652.394
|
$
0.01
|
D
|
Â
|
Employee Stock Option (right to buy)
|
06/30/2013(8)
|
09/15/2013 |
Class A Common Stock
|
7,038.237
|
$
0.01
|
D
|
Â
|
Employee Stock Option (right to buy)
|
06/30/2014(8)
|
09/15/2014 |
Class A Common Stock
|
7,038.237
|
$
0.01
|
D
|
Â
|
Employee Stock Option (right to buy)
|
06/30/2015(8)
|
09/15/2015 |
Class A Common Stock
|
7,038.245
|
$
0.01
|
D
|
Â
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
Upon the exercise of an option described in footnote 8 below by the reporting person, the reporting person must sell to the issuer, and it must repurchase, at par value, one share of Class E Special Voting Common Stock for each option exercised. |
(2) |
The options vest and become exercisable, subject to the reporting person's continued employment, ratably on June 30, 2011, 2012 and 2013. These options fully vest and become exercisable immediately prior to the effective date of certain change in control events. |
(3) |
The options vest and become exercisable ratably on June 30, 2011, 2012 and 2013 subject to the achievement of EBITDA performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. Any unvested options at the time of a change in control event vest immediately prior to the effective date of the event if certain conditions are met. |
(4) |
The options vest and become exercisable ratably on June 30, 2011, 2012 and 2013 subject to the achievement of cumulative cash flow performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. Any unvested options at the time of a change in control event vest immediately prior to the effective date of the event if certain conditions are met. |
(5) |
The options vest and become exercisable, subject to the reporting person's continued employment, ratably on June 30, 2011, 2012, 2013 and 2014. These options fully vest and become exercisable immediately prior to the effective date of certain change in control events. |
(6) |
The options vest and become exercisable ratably on June 30, 2011, 2012, 2013 and 2014 subject to the achievement of EBITDA performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. Any unvested options at the time of a change in control event vest immediately prior to the effective date of the event if certain conditions are met. |
(7) |
The options vest and become exercisable ratably on June 30, 2011, 2012, 2013 and 2014 subject to the achievement of cumulative cash flow performance goals and to the reporting person's continued employment, with the opportunity to "catch up" on missed goals if certain performance conditions are satisfied. Any unvested options at the time of a change in control event vest immediately prior to the effective date of the event if certain conditions are met. |
(8) |
Fifty percent of the options vest on June 30, 2011, and twenty-five percent vest on each of June 30, 2012 and June 30, 2013. To the extent the options become vested, they become exercisable on the date set forth in the table above. All vested options must be exercised within 77 days following the exercise date unless the reporting person receives written consent from the issuer, in which case such options may be exercised through the end of the year in which they become exercisable. Upon exercise of an option, the reporting person must sell to the issuer, and it must repurchase, at par value, one share of Class E special voting common stock for each option exercised. |
(9) |
Shares held by the Ronald T. Kadish Trust. |