Cotter James M. 4
4 · ZALE CORP · Filed Mar 3, 2009
Insider Transaction Report
Form 4
ZALE CORPZLC
Cotter James M.
Director
Transactions
- Award
Deferred Stock Units
2009-02-27+8,000→ 8,000 totalExercise: $0.00→ Common Stock (8,000 underlying)
Holdings
- 3,080
Stock Options (right to buy)
Exercise: $14.46From: 2009-01-17Exp: 2018-01-17→ Common Stock (3,080 underlying) - 1,040
Common Stock
- 4,902
Restricted Stock Units
Exercise: $0.00From: 2009-11-18→ Common Stock (4,902 underlying)
Footnotes (3)
- [F1]Restricted stock units granted under Zale Corporation Non-Employee Director Equity Compensation Plan, as amended (the "Plan"), that vest on November 18, 2009. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash. The holder has elected to defer delivery of any shares that would be due by virtue of vesting until the date that is six months following his separation from service on the Company's Board. Pursuant to the governing documents of Breeden Partners L.P., Breeden Partners (California) L.P., Breeden Partners (California) II, L.P., Breeden Partners (New York) I, L.P., Breeden Partners Holdco Ltd. and Breeden Partners (Cayman) Ltd. (the ?Funds?), any economic benefit with respect to this grant will be apportioned among the Funds.
- [F2]Granted under the Plan and vests in four annual installments beginning January 17, 2009. Pursuant to the Funds' governing documents, any economic benefit with respect to these stock options will be apportioned among the Funds.
- [F3]Deferred stock units granted under the Plan. Under the terms of the Plan, Mr. Cotter elected to receive the deferred stock units in lieu of a quarterly cash retainer payment of $10,000 for service as a member of the Company's Board of Directors. Mr. Cotter was granted 8,000 deferred stock units based on the 2/27/2009 closing price of $1.25. The deferred stock units vest immediately upon grant. The holder is entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash. The holder has elected to defer delivery of any shares that would be due until the date that is six months following his separation from service on the Company's Board. Pursuant to the Funds' governing documents, any economic benefit with respect to the grant will be apportioned among the Funds.