- Statement of Changes in Beneficial Ownership (4)
30 November 2010 - 3:06AM
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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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
*
SHEA DAVID
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2. Issuer Name
and
Ticker or Trading Symbol
BOWNE & CO INC
[
BNE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman & CEO
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(Last)
(First)
(Middle)
BOWNE & CO., INC.,, 55 WATER STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/24/2010
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(Street)
NEW YORK, NY 10041
(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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Common Stock
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11/24/2010
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D
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371945
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D
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(1)
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0
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D
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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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Option to buy Common Stock
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$8.8438
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11/24/2010
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D
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38100
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(2)
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12/12/2010
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Common Stock
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38100
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(1)
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0
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D
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Option to buy Common Stock
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$4.045
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11/24/2010
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D
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200000
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(3)
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12/9/2015
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Common Stock
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200000
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(1)
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0
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D
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Option to buy Common Stock
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$6.515
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11/24/2010
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D
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100000
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(4)
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12/8/2016
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Common Stock
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100000
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(1)
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0
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D
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Explanation of Responses:
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(
1)
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Pursuant to the merger agreement with R.R. Donnelley & Sons, all shares of Common Stock were cancelled in exchange for the merger consideration of $11.50 per share.(The "Merger Consideration") and all options to buy Common Stock were cancelled in exchange for the difference between the Merger Consideration and the exercise price of each option.
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(
2)
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Non-Qualified Options granted under the Company's 2000 Stock Incentive Plan. Options were to become exercisable in 50% increments on the first two anniversaries of the grant date of 12/13/2000.
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(
3)
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Incentive Stock Options granted under the Company's 1999 Incentive Compensation Plan. Options were to become exercisable in 25% increments on the first four anniversaries of the grant date of 12/10/2008.
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(
4)
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Incentive Stock Options granted under the Company's 1999 Incentive Compensation Plan. Options were to become exercisable in 25% increments on the first four anniversaries of the grant date of 12/09/2009.
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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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SHEA DAVID
BOWNE & CO., INC.,
55 WATER STREET
NEW YORK, NY 10041
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X
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Chairman & CEO
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Signatures
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David Shea by Scott Spitzer under Power of Attorney
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11/29/2010
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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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