FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VENDINGDATA CORP [ VNX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/18/2005 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 06/18/2005 | M | 7,500 | A | $1.75 | 299,950 | I | See Note(1) | ||
Common Stock | 164,012 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Option/Right to Buy(2) | $4.3 | (3) | (2) | Common Stock | 11,000 | 11,000 | D | ||||||||
Option/Right to Buy(4) | $13 | 01/15/2001 | (4)(5) | Common Stock | 400 | 400 | D | ||||||||
Option/Right to Buy(6) | $13 | 01/15/2001 | (5)(6) | Common Stock | 200 | 200 | D | ||||||||
Option/Right to Buy(7) | $13 | 07/02/2001 | (5)(7) | Common Stock | 200 | 200 | D | ||||||||
Option/Right to Buy(8) | $1.75 | 07/02/2002 | (5)(8) | Common Stock | 200 | 200 | D | ||||||||
Warrant | $1.75 | 06/18/2005 | M | 5,000 | 01/01/2004 | (5) | Common Stock | 5,000 | $1.75 | 5,000 | I | Held by I.C.D., Inc. | |||
Warrant | $1.75 | 06/18/2005 | M | 2,500 | 01/01/2004 | (5) | Common Stock | 2,500 | $1.75 | 2,500 | I | Held by VIP's Industries, Inc. | |||
Option/Right to Buy(9) | $2.5 | 03/10/2004 | (5)(9) | Common Stock | 50,000 | 50,000 | D | ||||||||
Option/Right to Buy(10) | $1.83 | 08/18/2005 | (10) | Common Stock | 10,000 | 10,000 | D | ||||||||
Option/Right to Buy(11) | $1.83 | 08/18/2005 | (11) | Common Stock | 10,000 | 10,000 | D |
Explanation of Responses: |
1. Nature of beneficial ownership: Bob L. Smith = 164,012; I.C.D., Inc. ("I.C.D.") = 65,288; VIP's Industries, Inc. ("VIP's") = 232,662: TOTAL: 463,962. |
2. As previously reported, on January 4, 1999, Mr. Smith purchased from Richard Huson these options to purchase shares of common stock ("Common Stock") of VendingData Corporation (the "Company"). |
3. No such date applies. This information is reflected on this Form 4 for the sole purpose of providing data in this field to ensure that this Form 4 will be accepted through the SEC's electronic filing system. |
4. As previously reported, on September 13, 1999, the Company granted Mr. Smith options pursuant to its 1999 Directors' Stock Option Plan (the "Plan") to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the earlier of March 13, 2010 or three months after Mr. Smith ceases to serve as a director of the Company. |
5. On December 9, 2003, Mr. Smith entered into a Promotional Shares Lock-In Agreement (the "Agreement"), which restricted his ability to transfer or dispose of these options. As consideration for the Agreement, the Company's Board of Directors determined that the expiration date of these options would be extended by one month for each month that these options were subject to the Agreement. Since the Agreement was terminated in June 2004, the expiration date of these options was extended for 6 months. |
6. As previously reported, on January 1, 2000, the Company granted Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the earlier of July 1, 2010 or three months after Mr. Smith ceases to serve as a director of the Company. |
7. As previously reported, on January 1, 2001, the Company granted Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the earlier of July 1, 2011 or three months after Mr. Smith ceases to serve as a director of the Company. |
8. As previously reported, on January 1, 2002, the Company granted to Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the earlier of July 1, 2012 or three months after Mr. Smith ceases to serve as a director of the Company. |
9. As previously reported, on September 9, 2003, the Company, pursuant to the Plan, granted to Mr. Smith options to purchase shares of Common Stock. The options expire the earlier of March 9, 2009 or three months after Mr. Smith ceases to serve as a director of the Company. |
10. As previously reported, on February 16, 2005, the Company, pursuant to the Plan, granted to Mr. Smith options to purchase shares of Common Stock. The options expire the earlier of February 16, 2014 or three months after Mr. Smith ceases to serve as a director of the Company. |
11. As previously reported, on February 16, 2005, the Company, pursuant to the Plan, granted to Mr. Smith options to purchase shares of Common Stock. The options expire the earlier of February 16, 2015 or three months after Mr. Smith ceases to serve as a director of the Company. |
Remarks: |
/s/ Bob L. Smith | 06/20/2005 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |