KOZLOWSKI JAMES J 4
4 · VERIDIAN CORP · Filed Aug 13, 2003
Insider Transaction Report
Form 4
KOZLOWSKI JAMES J
Director
Transactions
- Disposition from Tender
Common Stock
2003-08-11$35.00/sh−1,815,700$63,549,500→ 0 total(indirect: See footnote) - Disposition from Tender
Common Stock, par value $0.0001 per share
2003-08-11$35.00/sh−6,384$223,440→ 0 total(indirect: See footnote) - Disposition from Tender
Common Stock
2003-08-11$35.00/sh−943,829$33,034,015→ 0 total(indirect: See footnote) - Disposition from Tender
Director Stock Option (right to buy)
2003-08-11$20.46/sh−6,650$136,059→ 0 total(indirect: See footnote)Exercise: $14.54Exp: 2010-04-01→ Common Stock (6,650 underlying) - Disposition from Tender
Director Stock Option (right to buy)
2003-08-11$20.46/sh−1,330$27,212→ 0 total(indirect: See footnote)Exercise: $14.54Exp: 2010-04-01→ Common Stock (1,330 underlying) - Disposition from Tender
Director Stock Option (right to buy)
2003-08-11$8.85/sh−1,000$8,850→ 0 total(indirect: See footnote)Exercise: $26.15Exp: 2013-06-05→ Common Stock (1,000 underlying)
Footnotes (7)
- [F1]These shares are owned directly by TGF II Management, L.P. TGF Management Corp. is the general partner of TGF II Management, L.P. Mr. Kozlowski is the President and a director of TGF Management Corp. Except to the extent of his pecuniary interest therein, Mr. Kozlowski disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that Mr. Kozlowski is the beneficial owner of the shares for purposes of Section 16 or for any other purpose.
- [F2]The shares are owned directly by The Texas Growth Fund - 1991 Trust. Mr. Kozlowski is the President and a director of TGF I Management Corp., which manages The Texas Growth Fund - 1991 Trust. Except to the extent of his pecuniary interest therein, Mr. Kozlowski disclaims beneficial ownership of these shares, and this report shall be deemed an admission that Mr. Kozlowski is the beneficial owner of the shares for purposes of Section 16 or for any other purpose.
- [F3]The shares are owned directly by The Texas Growth Fund II - 1998 Trust. Mr. Kozlowski is the President and a director of TGF Management Corp., which manages The Texas Growth Fund II - 1998 Trust. Except to the extent of his pecuniary interest therein, Mr. Kozlowski disclaims beneficial ownership of these shares, and this report shall be deemed an admission that Mr. Kozlowski is the beneficial owner of the shares for purposes of Section 16 or for any other purpose.
- [F4]The option is exercisable immediately.
- [F5]Represents the difference between the per share exercise price of the option and $35.00, the per share consideration paid in connection with the merger of Veridian Corporation with a wholly owned subsidiary of General Dynamics Corporation.
- [F6]Options are held by TGF Management II, L.P. Except to the extent of his pecuniary interest therein, Mr. Kozlowski disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that Mr. Kozlowski is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
- [F7]Options are held by TGF Management II, L.P. Except to the extent of his pecuniary interest therein, Mr. Kozlowski disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that Mr. Kozlowski is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.