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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CURRIE NEILL A RENAISSANCE HOUSE 12 CROW LANE PEMBROKE, D0 HM19 |
X | Pres.& Chief Executive Officer |
/s/ Dierk A. Flemming Attorney-in-Fact | 02/24/2011 | |
**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) | Represents 3,140 Performance Shares cancelled from a maximum of 50,876 Performance Shares eligible to vest as a result of the Registrant's Total Shareholder Return for the calendar-year 2010 performance period relative to the members of a predetermined peer group. |
(2) | Represents exclusively shares withheld by the Registrant in respect of payment of withholding tax liability incurred upon the vesting of the Performance Shares. |
Remarks: In February 2009, the Registrant and the Reporting Person entered into a renewal of the Reporting Person's employment agreement which provided that the Reporting Person would receive a special retention equity award of restricted Common Shares subject to certain service and performance-based vesting conditions under the Registrant's proposed 2010 Performance Based Equity Incentive Plan ("Performance Shares") on or about February 22, 2010. The Reporting Person subsequently agreed to defer the issuance of the Performance Shares award until after the Registrant's 2010 Annual General Meeting of shareholders. On June 9, 2010, the Reporting Person was granted the Performance Shares award, subject to vesting in four substantially equal tranches beginning February 22, 2011. The satisfaction of the performance-based vesting component for a given year is a function of the Registrant's Total Shareholder Return during the given calendar-year period relative to the members of a predetermined peer group. |