|
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 | ||||||||
| Employee Stock Options (Right to Buy) | $ 36.4375 | (7) | 01/22/2007 | Common Stock | 125,000 | 125,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 33.8125 | (7) | 01/22/2007 | Common Stock | 64,709 | 64,709 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 46.0625 | (7) | 05/05/2009 | Common Stock | 75,000 | 75,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 45.375 | (8) | 01/26/2010 | Common Stock | 150,000 | 150,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 57.88 | (9) | 01/24/2011 | Common Stock | 75,000 | 75,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 63.8 | (10) | 01/23/2012 | Common Stock | 120,000 | 120,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 43.7 | (11) | 01/22/2013 | Common Stock | 80,000 | 80,000 | D | ||||||||
| Employee Stock Options (Right to Buy) | $ 68.2 | (12) | 01/28/2014 | Common Stock | 80,000 | 80,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| CULVER CURT S MGIC PLAZA 250 EAST KILBOURN AVENUE MILWAUKEE, WI 53202 |
X | President and CEO | ||
| Dan D. Stilwell, Attorney-in-fact | 01/28/2005 | |
| **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) | These securities were awarded to the reporting person pursuant to the Issuer's 2002 Stock Incentive Plan, are subject to certain restrictions, and vest when such restrictions lapse. The restrictions on these securities lapse on January 26 of each of the five years beginning in 2006 at rates based on certain performance standards. |
| (2) | These securities were awarded to the reporting person pursuant to the Issuer's 2002 Stock Incentive Plan and no consideration was paid by the reporting person for the securities. |
| (3) | These securities were awarded to the reporting person pursuant to the Issuer's 2002 Stock Incentive Plan, are subject to certain restrictions, and vest when such restrictions lapse. The restrictions on one-fifth of these securities lapse on January 26 of each of the five years beginning in 2006. |
| (4) | These securities were awarded to the reporting person pursuant to the Issuer's 2002 Stock Incentive Plan, are subject to certain restrictions, and vest on January 26, 2006. |
| (5) | These securities were awarded to the reporting person pursuant to the Issuer's 2002 Stock Incentive Plan, are subject to certain restrictions, and vest on January 26, 2008. |
| (6) | Balance as of December 31, 2004. |
| (7) | All of these options are vested and exercisable in full. |
| (8) | Vesting of these options occurs on January 26 of each of the five years beginning in 2001, at a rate equal to the percent by which the Issuer's earnings per share for the prior fiscal year was of $31.21, subject to at least a 10% increase in the Issuer's earnings per share from the prior fiscal year, and with any portion of the option which has not been vested at January 26, 2005 becoming vested on January 26, 2009. |
| (9) | One-fifth of these options vest on January 24 of each of the five years beginning in 2002. |
| (10) | One-fifth of these options vest on January 23 of each of the five years beginning in 2003. |
| (11) | One-fifth of these options vest on January 22 of each of the five years beginning in 2004. |
| (12) | One-fifth of these options vest on January 28 of each of the five years beginning in 2005. |
| Remarks: This Form 4 is being signed by the reporting person's attorney-in-fact pursuant to a previously filed power of attorney. | |