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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $ 5.125 | 09/17/2007 | M | 6,200 | (4) | 02/21/2011 | Common Stock | 6,200 | $ 0 | 152,882 | D | ||||
Stock Option (Right to Buy) | $ 13.92 | 09/17/2007 | M | 7,200 | (4) | 02/08/2012 | Common Stock | 7,200 | $ 0 | 178,417 | D | ||||
Stock Option (Right to Buy) | $ 10.5 | 09/17/2007 | M | 7,450 | (4) | 02/13/2013 | Common Stock | 7,450 | $ 0 | 185,100 | D | ||||
Stock Option (Right to Buy) | $ 22.98 | 09/17/2007 | M | 6,350 | (5) | 02/09/2014 | Common Stock | 6,350 | $ 0 | 178,598 | D | ||||
Stock Option (Right to Buy) | $ 35.11 | 09/17/2007 | M | 2,800 | (5) | 02/10/2016 | Common Stock | 2,800 | $ 0 | 194,400 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RONNING JOEL A C/O DIGITAL RIVER, INC. 9625 W. 76TH STREET EDEN PRAIRIE, MN 55344 |
X | CEO |
/s/ Kevin L. Crudden, Attorney-in-Fact for Joel A. Ronning | 09/19/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Corrects the description of the number of shares transferred to the reporting person from 1,060,882 to 1,058,882 actually received in connection with a liquidating transaction by Tech Squared, Inc. of which reporting person may have been deemed to be a controlling stockholder, which was previously reported on a Form 5 in February of 2000. |
(2) | The transaction is being reported to reflect miscellaneous transactions or corrections to previously reported transactions that were discovered in connection with a recent property settlement involving the reporting person. |
(3) | The sales reported on this Form 4 were effectuated pursuant to a 10b5-1 plan adopted by the reporting person on 8/3/07. |
(4) | All of the shares subject to the option were vested and exercisable as of the date of the transaction. |
(5) | The option vests quarterly over four years beginning on the date of grant. |
Remarks: One of Four |