Home/Filings/4/0001209191-04-002561
4//SEC Filing

WASSERMAN DAVID H 4

Accession 0001209191-04-002561

CIK 0001028461other

Filed

Jan 11, 7:00 PM ET

Accepted

Jan 12, 3:40 PM ET

Size

15.9 KB

Accession

0001209191-04-002561

Insider Transaction Report

Form 4
Period: 2004-01-08
Transactions
  • Other

    Options

    2004-01-08$11.12/sh3,000$33,3600 total
    Exercise: $11.12Exp: 2014-01-08Common Stock (3,000 underlying)
  • Award

    Options

    2004-01-08$11.12/sh+3,000$33,3600 total
    Exercise: $11.12Exp: 2014-01-08Common Stock (3,000 underlying)
Footnotes (3)
  • [F1]The Reporting Person serves as a director of Convansys Corp (the "Company") and is an employee and a shareholder of Clayton, Dubilier & Rice, Inc. ("CD&R"). As of the date hereof, the Company has granted to the reporting Person options to purchase 3,000 shares of common stock of the Company in the Reporting Person's capacity as a director of the Company. The terms of the Reporting Person's employment with CD&R require the Reporting Person to assign to CD&R any renumeration, including any options to purchase securities, received from the Company directly. Accordingly, the Reporting Person has assigned to CD&R the options to purchase 3,000 shares of Company common stock granted to the Reporting Person. According to their terms, 25% of the options vest on January 8, 2004 and each anniversary thereof through January 8, 2006, subject to the Reporting Person continuing to serve as a director on the Company's board of directors.
  • [F2]CD&R acts as investment advisor to Clayton, Dubilier & Rice Fund VI Limited Partnership (the "Fund"). The Fund is the sole member of CDR-Cookie Acquisition L.L.C. (the "Purchaser") and the beneficial owner of the Company securities held by the Purchaser. The Reporting Person is an officer of the Purchaser. In addition, the Reporting Person is a limited partner of CD&R Associates VI Limited Partnership ("CD&R Associates VI"), the general partner of the Fund, which is entitled a portion of the net gain realized by the Fund on its investments, and a director of CD&R Investment Associates VI, Inc., the general partner of CD&R Associates VI. Accordingly, the Reporting Person may be deemed to share the power to vote or to direct the vote of and to dispose or direct the disposition of Company securities held by the Purchaser and beneficially owned by the Fund.
  • [F3]The Reporting Person disclaims any beneficial ownership of Company securities directly held by the Purchaser and beneficially owned by the Fund and by CD&R, except to the extent of any pecuniary interest as a result of the relationships described in this paragaph.

Issuer

COVANSYS CORP

CIK 0001028461

Entity typeother

Related Parties

1
  • filerCIK 0001275726

Filing Metadata

Form type
4
Filed
Jan 11, 7:00 PM ET
Accepted
Jan 12, 3:40 PM ET
Size
15.9 KB