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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 | |
Zimmer Jeffrey J 3001 OCEAN DRIVE SUITE #201 VERO BEACH, FL 32963 |
X | Co-CEO and President |
/s/ Jeffrey J. Zimmer | 10/05/2015 | |
**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) | See Remarks. |
(2) | Effective as of July 31, 2015, ARMOUR's common stock was reduced on a one-for-eight basis pursuant to the issuer's reverse stock split. Accordingly, all shares reported in this report reflect the effect of the one-for-eight reverse stock split. |
Remarks: On October 1, 2015, the reporting person elected to redeem 292 shares out of 609 shares of vested phantom stock previously granted under ARMOUR's Second Amended and Restated 2009 Stock Incentive Plan into 292 shares of ARMOUR common stock. The reporting person also elected to redeem the remaining 317 shares of vested phantom stock, but immediately forfeited those shares to pay income taxes on the vesting grant. The 609 shares are part of, and relate to, phantom stock vesting over a five-year period, which was reported on Form 4s filed by the reporting person on April 4, 2011 and April 3, 2012, reflected on a pre-reverse-split basis. In addition, on October 1, 2015, the reporting person elected to redeem 841 shares out of 1,681 shares of vested phantom stock into 841 shares of ARMOUR common stock. The reporting person also elected to redeem the remaining 840 shares of vested phantom stock, but immediately forfeited those shares to pay income taxes on the vesting grant. The 1,681 shares are part of, and relate to, phantom stock vesting over a five-year period, which was reported on a Form 4 filed by the reporting person on April 11, 2012, reflected on a pre-reverse-split basis. On October 1, 2015, the reporting person also elected to redeem 1,108 shares out of 3,313 shares of vested phantom stock into 1,108 shares of ARMOUR common stock. The person also elected to redeem the remaining 2,205 shares of vested phantom stock, but immediately forfeited those shares to pay income taxes on the vesting grant. The 3,313 shares are part of, and relate to, phantom stock vesting over a five-year period, which was reported on a Form 4 filed by the reporting person on March 21, 2013, reflected on a pre-reverse-split basis. |