4//SEC Filing
RILEY THOMAS F 4
Accession 0001251796-05-000126
CIK 0001120102other
Filed
Jun 19, 8:00 PM ET
Accepted
Jun 20, 5:17 PM ET
Size
9.4 KB
Accession
0001251796-05-000126
Insider Transaction Report
Form 4
RILEY THOMAS F
Director
Transactions
- Other
Contract to Sell
2005-06-17−0→ 0 total(indirect: See footnote 6)→ Common Stock (3,000,000 underlying)
Footnotes (6)
- [F1]On June 15, 2005, the Reporting Person entered into a postpaid forward contract with an unaffiliated securities brokerage firm relating to up to 3,000,000 shares of Alamosa Holdings, Inc. common stock ("Common Stock"). Pursuant to the contract, the brokerage firm sold an aggregate of 3,000,000 shares of Common Stock into the public market in accordance with paragraphs (f) and (g) of Rule 144 under the Securities Act of 1933, as amended.
- [F2]The postpaid forward contract provides that (i) on June 19, 2006, Reporting Person will deliver, in the aggregate, a number of shares of Common Stock to the brokerage firm (or, at their election, the cash equivalent of such shares) as follows: (a) if the settlement price is less than the downside floor price of $10.51, a delivery of 500,000 shares of Common Stock; and (b) if the settlement price is equal to or greater than the downside floor price (with a cap price of $15.83), a delivery of between 331,965 and 500,000 shares of Common Stock (subject to adjustment for capital restructurings), dependent upon the settlement price; (continued to footnote 3)
- [F3](ii) the postpaid forward contract provides that on December 18, 2006, Reporting Person will deliver, in the aggregate, a number of shares of Common Stock to the brokerage firm (or, at their election, the cash equivalent of such shares) as follows: (a) if the settlement price is less than the downside floor price of $9.86, a delivery of 1,250,000 shares of Common Stock; and (b) if the settlement price is equal to or greater than the downside floor price (with a cap price of $16.86), a delivery of between 731,020 and 1,250,000 shares of Common Stock (subject to adjustment for capital restructurings), dependent upon the settlement price; (continued to footnote 4)
- [F4](iii) the postpaid forward contract provides that on June 18, 2007, Reporting Person will deliver, in the aggregate, a number of shares of Common Stock to the brokerage firm (or, at their election, the cash equivalent of such shares) as follows: (a) if the settlement price is less than the downside floor price of $9.86, a delivery of 1,250,000 shares of Common Stock; and (b) if the settlement price is equal to or greater than the downside floor price (with a cap price of $17.37), a delivery of between 709,557 and 1,250,000 shares of Common Stock (subject to adjustment for capital restructurings), dependent upon the settlement price.
- [F5]Pursuant to the variable forward contract, the Reporting Person has the option to cash settle the contract, with the cash settlement amount being equal to the number of shares to be delivered multiplied by the relevant price. The Reporting Person has pledged 3,000,000 shares of Common Stock to the brokerage firm as security for its obligation to deliver shares at the termination of the contract.
- [F6]Chickasaw Holdings Inc., of which the Reporting Person is an officer and director, owns 3,000,000 shares of Common Stock.
Documents
Issuer
ALAMOSA HOLDINGS INC
CIK 0001120102
Entity typeother
Related Parties
1- filerCIK 0001251696
Filing Metadata
- Form type
- 4
- Filed
- Jun 19, 8:00 PM ET
- Accepted
- Jun 20, 5:17 PM ET
- Size
- 9.4 KB