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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 Appreciation Right | $ 11 | (3) | (3) | Common Stock | 66,667 (3) | 66,667 | D | ||||||||
Stock Appreciation Right | $ 4.96 | (4) | (4) | Common Stock | 250,000 (4) | 250,000 | D | ||||||||
Stock Appreciation Right | $ 11 | (5) | (5) | Common Stock | 52,972 (5) | 52,972 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
COSTANTINI ROBERT G C/O ORBCOMM INC. 2115 LINWOOD AVENUE, SUITE 100 FORT LEE, NJ 07024 |
Executive VP & CFO |
/s/ Christian Le Brun, by power of attorney | 05/19/2009 | |
**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) | Includes 43,889 shares underlying Time Vested Restricted Stock Units ("TV RSU") that vested on January 1, 2009. Also includes 2,852 shares underlying Performance Vested Restricted Stock Units ("PV RSU") that vested in March 2009 based on achieving certain performance targets for fiscal year 2008. 1,037 PV RSUs lapsed unvested in March 2009. |
(2) | Each TV RSU represents the right to receive one share of common stock. 43,889 TV RSUs vested on January 1, 2009 and 30,000 TV RSUs will vest on each of January 1, 2010 and January 1, 2011. |
(3) | Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. One-third of the TV SAR awards vested on each of January 1, 2007, January 1, 2008 and January 1, 2009. The TV SARs expire on October 5, 2016 and have an exercise price equal to the initial public offering price of $11.00 per share. |
(4) | Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. 50,000 of the TV SAR awards vested on December 31, 2008 and 100,000 of the TV SAR awards will vest on each of December 31, 2009 and December 31, 2010. The TV SAR awards expire on March 31, 2018 and have an exercise price of $4.96 per share, the closing price of the common stock on the grant date. |
(5) | Each Performance Vested Stock Appreciation Right ("PV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the PV SAR to the date of exercise of the PV SAR. One-third of the 66,667 PV SAR awards originally granted vest based on the achievement by the employee and/or the Company of certain performance targets for each of the fiscal years 2006, 2007 and 2008. The PV SARs expire on October 5, 2016 and have an exercise price equal to the initial offering price of $11.00 per share. In April 2007, 22,222 PV SARs vested based on achievement of certain 2006 performance targets. In March 2008, 14,444 PV SARs vested based on achievement of certain 2007 performance targets and 7,778 PV SARs lapsed unvested. In March 2009, 16,306 PV SARs vested based on achievement of certain 2008 performance targets and 5,917 PV SARs lapsed unvested. |