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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 | |
Magliochetti Family 2009 Irrevocable Trust dated 01/12/09 C/O NIXON PEABODY LLP 100 SUMMER STREET BOSTON, MA 02110 |
X | |||
LAM 2005 Trust dated 02/15/05 C/O NIXON PEABODY LLP 100 SUMMER STREET BOSTON, MA 02110 |
X | |||
ORM 2005 Trust dated 02/15/05 C/O NIXON PEABODY LLP 100 SUMMER STREET BOSTON, MA 02110 |
X | |||
Magliochetti Frank P. 30 COACHMANS LANE NORTH ANDOVER, MA 01845 |
X | |||
Magliochetti Laura Ashley 5 GREENWOOD CIRCLE HILTON HEAD, SC 29928 |
X | |||
Magliochetti Olivia Rose 30 COACHMANS LANE NORTH ANDOVER, MA 01845 |
X | |||
Johnson Peter S. C/O NIXON PEABODY LLP 100 SUMMER STREET BOSTON, MA 02110 |
X |
/s/ Peter S. Johnson, Trustee of The Magliochetti Family 2009 Irrevocable Trust | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson, Trustee of the LAM 2005 Trust | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson, Trustee of the ORM 2005 Trust | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson, attorney-in-fact for Frank P. Magliochetti | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson, attorney-in-fact for Laura A. Magliochetti | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson, attorney-in-fact for Olivia R. Magliochetti | 12/12/2011 | |
**Signature of Reporting Person | Date | |
/s/ Peter S. Johnson | 12/12/2011 | |
**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) | These shares were acquired by The Magliochetti Family 2009 Irrevocable Trust dated 1/12/09. The reported shares are owned directly by The Magliochetti Family 2009 Irrevocable Trust, and indirectly by Frank P. Magliochetti as co-trustee and a beneficiary of such trust. Peter S. Johnson serves as co-trustee of such trust. |
(2) | These shares were acquired by the LAM 2005 Trust dated 02/15/05. The reported shares are owned directly by the LAM 2005 Trust, and indirectly by Laura A. Magliochetti as co-trustee and beneficiary of such trust. Mr. Johnson serves as co-trustee of such trust. |
(3) | These shares were acquired by the ORM 2005 Trust dated 02/15/05. The reported shares are owned directly by the ORM 2005 Trust, and indirectly by Olivia R. Magliochetti, as co-trustee and beneficiary of such trust, and Frank P. Magliochetti. Mr. Johnson serves as co-trustee of such trust. |
(4) | Mr. Johnson, in his capacity as co-trustee of each of The Magliochetti Family 2009 Irrevocable Trust dated 01/12/09, the LAM 2005 Trust dated 02/15/05 and the ORM 2005 Trust dated 02/15/05 (collectively, the "Trusts") may be deemed to own beneficially and indirectly the 7,500,000 aggregate shares of Common Stock reported herein which are deemed beneficially owned by the Trusts. |
(5) | Mr. Johnson, Mr. Magliochetti, Ms. Laura Magliochetti, Ms. Olivia Magliochetti and the Trusts may be deemed to be a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of, as applicable, his or its pecuniary interest therein, and expressly declares that the filing of this Form 4 shall not be construed as an admission that such reporting person is the beneficial owner of the shares of Common Stock that may be beneficially owned by any other reporting person. |