SEC Form 4 · accession 0001225208-16-042454

· LXK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Paul A Rooke

Officer — Chairman and CEO · Director

Period of report

Nov 29, 2016

Accepted (ET)

Dec 1, 2016 · 1:16 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001001288

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Class A Common Stock^F1	Nov 29, 2016	D	156,836	$0.00	D	D
Class A Common Stock^F1	Nov 29, 2016	D	669	$0.00	D	I	By 401(k)
Class A Common Stock^F1	Nov 29, 2016	D	267,070	$0.00	D	I	By Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Deferred Stock Units^F2	—	Nov 29, 2016	D	58,703	D	—	—	Class A Common Stock	58,703	D
Employee Stock Option^F3	$33.26	Nov 29, 2016	D	46,000	D	Feb 20, 2009	Feb 20, 2018	Class A Common Stock	46,000	D
Employee Stock Option^F4	$63.11	Nov 29, 2016	D	45,000	D	Feb 21, 2008	Feb 21, 2017	Class A Common Stock	45,000	D
Employee Stock Option^F5	$17.12	Nov 29, 2016	D	172,000	D	May 15, 2011	May 15, 2019	Class A Common Stock	172,000	D
Employee Stock Option^F6	$42.21	Nov 29, 2016	D	25,000	D	Jul 26, 2008	Jul 26, 2017	Class A Common Stock	25,000	D
Employee Stock Option^F7	$37.71	Nov 29, 2016	D	60,000	D	Oct 26, 2011	Oct 26, 2020	Class A Common Stock	60,000	D

Explanation of responses

F1Represents shares of Class A Common Stock and restricted stock units, including associated dividend equivalent units, disposed of pursuant to the agreement and plan of merger (the "Merger Agreement") by and among the issuer, Ninestar Holdings Company Limited, Ninestar Group Company Limited, Ninestar Lexmark Company Limited and Apex Technology Co., Ltd. in exchange for $40.50 cash per share, without interest and less any applicable withholding taxes.
F2Represents deferred stock units, including associated dividend equivalent units, disposed of pursuant to the Merger Agreement in exchange for $40.50 cash per share, without interest and less any applicable withholding taxes.
F3Pursuant to the Merger Agreement, this option, which vested and became exercisable in three approximately equal annual installments (34%, 33% and 33%) commencing on February 20, 2009, was cancelled in exchange for a cash payment equal to the product of (a) the total number of shares of common stock subject to that option, multiplied by (b) the excess of $40.50 over the exercise price of such option, without interest and less any applicable withholding taxes.
F4Pursuant to the Merger Agreement, this option, which vested and became exercisable in three approximately equal annual installments (34%, 34% and 33%), commencing on February 21, 2008, was cancelled without payment because the exercise price of the option exceeded the merger consideration of $40.50 per share.
F5Pursuant to the Merger Agreement, this option, which vested and became exercisable 34% on May 15, 2011, 33% on May 15, 2013 and 33% on May 15, 2015, was cancelled in exchange for a cash payment equal to the product of (a) the total number of shares of common stock subject to that option, multiplied by (b) the excess of $40.50 over the exercise price of such option, without interest and less any applicable withholding taxes.
F6Pursuant to the Merger Agreement, this option, which vested and became exercisable in three approximately equal annual installments (34%, 34% and 33%), commencing on July 26, 2008, was cancelled without payment because the exercise price of the option exceeded the merger consideration of $40.50 per share.
F7Pursuant to the Merger Agreement, this option, which vested and became exercisable in four equal annual installments commencing on October 26, 2011, was cancelled in exchange for a cash payment equal to the product of (a) the total number of shares of common stock subject to that option, multiplied by (b) the excess of $40.50 over the exercise price of such option, without interest and less any applicable withholding taxes.