- Statement of Changes in Beneficial Ownership (4)
02 May 2012 - 2:16AM
Edgar (US Regulatory)
FORM 4
[ ]
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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hours per response...
0.5
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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
*
DOW FREDERICK JR
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2. Issuer Name
and
Ticker or Trading Symbol
MIDAS INC
[
MDS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Sr. VP & Chief Mktng. Officer
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(Last)
(First)
(Middle)
MIDAS, INC., 1300 ARLINGTON HEIGHTS ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/30/2012
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(Street)
ITASCA, IL 60143
(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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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 Purchase Common Stock
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$7.05
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4/30/2012
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4/30/2012
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D
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21600
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5/10/2015
(1)
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5/10/2021
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Common Stock
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21600
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$4.45
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0
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D
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Option to Purchase Common Stock
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$7.52
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4/30/2012
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4/30/2012
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D
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24178
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9/9/2012
(2)
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9/9/2020
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Common Stock
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24178
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$3.98
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0
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D
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Option to Purchase Common Stock
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$9.87
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4/30/2012
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4/30/2012
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D
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20000
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5/12/2013
(3)
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5/12/2019
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Common Stock
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20000
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$1.63
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0
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D
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Option to Purchase Common Stock
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$11.06
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4/30/2012
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4/30/2012
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D
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40526
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6/13/2008
(4)
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6/13/2013
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Common Stock
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40526
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$0.44
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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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This option, which provided for vesting in four equal annual installments beginning May 10, 2012, was cancelled in the merger in exchange for a cash payment of $96,120, representing the difference between the exercise price of the option and the market value of the underlying MDS common stock on the effective date of the merger ($11.50 per share).
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(
2)
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This option, which provided for vesting in two equal annual installments beginning September 9, 2011, was cancelled in the merger in exchange for a cash payment of $96,228.44, representing the difference between the exercise price of the option and the market value of the underlying MDS common stock on the effective date of the merger ($11.50 per share).
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(
3)
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This option, which provided for vesting in four equal annual installments beginning May 12, 2010, was cancelled in the merger in exchange for a cash payment of $32,600, representing the difference between the exercise price of the option and the market value of the underlying MDS common stock on the effective date of the merger ($11.50 per share).
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(
4)
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This option, which provided for vesting in five equal annual installments beginning June 13, 2004, was cancelled in the merger in exchange for a cash payment of $17,831.44, representing the difference between the exercise price of the option and the market value of the underlying MDS common stock on the effective date of the merger ($11.50 per share).
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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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DOW FREDERICK JR
MIDAS, INC.
1300 ARLINGTON HEIGHTS ROAD
ITASCA, IL 60143
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Sr. VP & Chief Mktng. Officer
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Signatures
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/s/ Frederick Dow, Jr.
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5/1/2012
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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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