- Statement of Changes in Beneficial Ownership (4)
09 October 2009 - 7:02AM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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February 28, 2011
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hours per response...
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
LAZAROWITZ ROBERT M
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2. Issuer Name
and
Ticker or Trading Symbol
KNIGHT CAPITAL GROUP, INC.
[
NITE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
Former Director
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(Last)
(First)
(Middle)
KNIGHT CAPITAL GROUP, INC., 545 WASHINGTON BOULEVARD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
10/6/2009
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(Street)
JERSEY CITY, NJ 07310
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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10/6/2009
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M
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16000
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A
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$16.43
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17878
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D
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Class A Common Stock
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10/6/2009
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M
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8000
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A
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$6.135
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25878
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D
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Class A Common Stock
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10/6/2009
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M
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7000
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A
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$4.565
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32878
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D
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Class A Common Stock
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10/6/2009
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M
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15000
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A
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$6.06
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47878
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D
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Class A Common Stock
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10/6/2009
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S
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46000
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D
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$21.37
(1)
(2)
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1878
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D
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Class A Common Stock
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10/7/2009
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M
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15000
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A
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$11.07
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16878
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D
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Class A Common Stock
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10/7/2009
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M
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15000
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A
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$7.98
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31878
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D
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Class A Common Stock
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10/7/2009
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S
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30000
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D
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$21.75
(2)
(3)
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1878
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D
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Class A Common Stock (Previously Reported)
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1400
(4)
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I
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Family
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Class A Common Stock (Previously Reported)
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81206
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I
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Family Trust
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Class A Common Stock (Previously Reported)
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2014000
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I
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LLC
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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$16.43
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10/6/2009
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M
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16000
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5/17/2005
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5/17/2011
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Class A Common Stock
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16000
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$16.43
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90000
(5)
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D
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Stock Option (Right to Buy)
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$6.135
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10/6/2009
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M
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8000
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5/23/2006
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5/23/2012
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Class A Common Stock
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8000
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$6.135
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82000
(5)
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D
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Stock Option (Right to Buy)
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$4.565
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10/6/2009
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M
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7000
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7/26/2006
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7/26/2012
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Class A Common Stock
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7000
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$4.565
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75000
(5)
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D
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Stock Option (Right to Buy)
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$6.06
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10/6/2009
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M
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15000
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5/15/2007
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5/15/2013
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Class A Common Stock
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15000
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$6.06
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60000
(5)
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D
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Stock Option (Right to Buy)
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$11.07
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10/7/2009
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M
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15000
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5/13/2008
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5/13/2014
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Class A Common Stock
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15000
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$11.07
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45000
(5)
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D
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Stock Option (Right to Buy)
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$7.98
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10/7/2009
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M
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15000
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5/12/2008
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5/12/2015
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Class A Common Stock
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15000
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$7.98
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30000
(5)
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D
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Explanation of Responses:
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(
1)
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Represents the sale (after the exercise of options) of 46,000 shares in 30 separate transactions at prices ranging from $21.06 to $21.58 per share, resulting in a weighted average sale price per share of $21.37.
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(
2)
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Reporting person undertakes to provide the SEC, the Issuer, or security holder full information pertaining to the number of shares sold at each separate price.
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(
3)
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Represents the sale (after the exercise of options) of 30,000 shares in five separate transactions at prices ranging from $21.72 to $21.78 per share, resulting in a weighted average sale price per share of $21.75.
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(
4)
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Represents shares previously held for the benefit of minors which are no longer attributable to the reporting person that will not be reported in future filings.
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(
5)
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Aggregate amount represents previously granted stock option awards with different exercise prices, and exercisable and expiration dates.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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LAZAROWITZ ROBERT M
KNIGHT CAPITAL GROUP, INC.
545 WASHINGTON BOULEVARD
JERSEY CITY, NJ 07310
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Former Director
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Signatures
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/s/ Robert M. Lazarowitz
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10/8/2009
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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