Klein James R 4

4 · QUADRAMED CORP · Filed Feb 9, 2006

Form 4

Period: 2005-08-01

EVP - Product Mgmt. and CTO

Transactions

Award
Common Stock
2005-08-01+100,000→ 350,000 total
Award
Employee Stock Option (right to buy)
2006-02-06+50,000→ 250,000 total
Exercise: $1.70Exp: 2016-02-06→ Common Stock (50,000 underlying)
Award
Employment Stock Option (right to buy)
2005-08-01+200,000→ 200,000 total
Exercise: $1.74Exp: 2015-08-01→ Common Stock (200,000 underlying)

Footnotes (6)

[F1]Pursuant to a Restricted Stock Agreement, dated August 1, 2005, the Company awarded Mr. Klein 100,000 shares of restricted stock. The forfeiture restrictions on such shares lapse as follows: 35,000 on August 1, 2006, 35,000 on August 1, 2007, and 30,000 on August 1, 2008; provided that the forfeiture restrictions shall lapse for such number of shares only if Mr. Klein has been continuously employed with the Company through each such date. In the event of a Change in Control or Mr. Klein's Involuntary Termination (as such terms are defined in the Restricted Stock Agreement), the forfeiture restrictions shall automatically lapse.
[F2]250,000 of such shares of common stock are issuable upon the exercise of options.
[F3]The options vest in accordance with the terms of the Inducement Stock Option Agreement, effective August 1, 2005; 25% vest on the first anniversary of the grant, with the remaining 75% vesting pro rata over the next 36 months.
[F4]Mr. Klein was awarded the options as an inducement for his employment.
[F5]The options vest in accordance with the terms of the 2004 Stock Compensation Plan; 25% vest on the first anniversary of the grant, with the remaining 75% vesting pro rata over the next 36 months.
[F6]Mr. Klein was awarded the options in connection with his employment.

Documents

1 file