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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GUPTA VINOD 5711 S. 86TH CIRCLE OMAHA, NE 68127 |
X | X | Chief Executive Officer |
/s/ Vinod Gupta | 07/28/2006 | |
**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) | This Report on Form 4 discloses previously unreported transactions effected by or on behalf of the reporting person between February 1992 and March 2006, including a number of transactions effected indirectly by or on behalf of the reporting person by or on behalf of certain entities, including, without limitation, trusts for the benefit of his children, for which the reporting person is deemed to be the beneficial owner. The reporting person has voluntarily disclosed and reimbursed the issuer for profits made on transactions matched in accordance with Section 16(b) of the Securities Exchange Act of 1934. |
(2) | A trust for the benefit of Alexander A. Gupta (the "Alex Gupta Trusts"), the reporting person's child, held 150,000 shares of common stock on February 18, 1992, the date of the issuer's initial public offering of its common stock (the "IPO Date"). The holdings of the Alex Gupta Trusts consist of shares held by him directly and shares held by (a) the Vinod Gupta Irrevocable Trust for the Benefit of Alexander A. Gupta; (b) Alexander A. Gupta Education Trust and (c) Alexander A. Gupta 2001 Irrevocable Trust. |
(3) | A trust for the benefit of Benjamin K. Gupta (the "Ben Gupta Trusts"), the reporting person's child, held 150,000 shares of common stock on the IPO Date. The holdings of the Ben Gupta Trusts consist of shares held by him directly and shares held by (a) the Vinod Gupta Irrevocable Trust for the Benefit of Benjamin K. Gupta; (b) Benjamin K. Gupta Education Trust and (c) Benjamin K. Gupta 2001 Irrevocable Trust. |
(4) | A trust for the benefit of Jess Gupta (the "Jess Gupta Trusts"), the reporting person's child, held 150,000 shares of common stock the IPO Date. The holdings of the Jess Gupta Trusts consist of shares held by him directly and shares held by (a) the Vinod Gupta Irrevocable Trust for the Benefit of Jess A. Gupta; (b) Jess A. Gupta Education Trust; (c) Jess A. Gupta 2001 Irrevocable Trust; and (d) the Jess A. Gupta Revocable Trust. |
(5) | On August 31, 1992, the reporting person transferred 240,000 shares of the issuer's common stock to his former spouse, Bonnie Gupta. |
(6) | On August 31, 1992, the reporting person contributed 600,000 shares of the issuer's common stock to a charitable remainder trust (the "CRT") of which the reporting person is the trustee and the beneficiary. The reporting person continues to report beneficial ownership of all of the issuer's common stock held by the trust, but disclaims beneficial ownership of the shares held by the trust. |
(7) | On August 31, 1992, the reporting person contributed 280,000 shares of the issuer's common stock to a charitable foundation. |
Remarks: This is Part One of a Form 4 filed by the reporting person. The Form 4 was filed in seven parts due to the restrictions in the electronic filing process. |