SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
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*
SHARBUTT DAVID E

(Last) (First) (Middle)
5225 S LOOP 289

(Street)
LUBBOCK TX 79424

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ALAMOSA HOLDINGS INC [ APCS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 02/01/2006 D(1) 1,382,957(2) D $18.75 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Employee Stock Option (right to buy) $0.376 02/01/2006 D 158,086 (3) 10/01/2012 Common Stock 158,086 (3) 0 D
Employee Stock Option (right to buy) $3.52 02/01/2006 D 250,000 (4) 10/01/2013 Common Stock 250,000 (4) 0 D
Employee Stock Option (right to buy) $4.01 02/01/2006 D 100,000 (5) 01/01/2014 Common Stock 100,000 (5) 0 D
Employee Stock Option (right to buy) $5.58 02/01/2006 D 112,500 (6) 02/02/2014 Common Stock 112,500 (6) 0 D
Employee Stock Option (right to buy) $7.45 02/01/2006 D 212,500 (7) 07/01/2014 Common Stock 212,500 (7) 0 D
Employee Stock Option (right to buy) $12.35 02/01/2006 D 16,194 (8) 01/03/2015 Common Stock 16,194 (8) 0 D
Employee Stock Option (right to buy) $12.35 02/01/2006 D 63,806 (9) 01/03/2015 Common Stock 63,806 (9) 0 D
Employee Stock Option (right to buy) $17 02/01/2006 D 1,455,000 (10) 01/06/2009 Common Stock 1,455,000 (10) 0 I See footnote(11)
Explanation of Responses:
1. Disposed of pursuant to a merger agreement between Issuer and Sprint Nextel Corporation in exchange for a cash payment representing the $18.75 per common share merger consideration.
2. Includes holdings of 145,396 in the Issuer's ESPP and 21,256 in the Issuer's 401(k) Plan.
3. This option, which was fully vested as of 11/1/04, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
4. This option, which was fully vested as of 10/01/03, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
5. This option, which was fully vested as of 7/1/04, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
6. This option, which was fully vested as of 8/2/04, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
7. This option, which was fully vested as of 1/1/05, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
8. This option, which provided for esting at 3% per month beginning 1/3/05, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
9. This option, which provided for esting at 3% per month beginning 1/3/05, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
10. This option, which was fully vested as of 9/30/02, was cancelled pursuant to the merger in exchange for a cash payment representing the difference between the exercise price of the option and the $18.75 per common share merger consideration.
11. Beneficially owned by Five S Ltd. Reporting person is a limited partner of Five S Ltd. and President of Sharbutt, Inc., the general partner of Five S Ltd.
Remarks:
Melinda Wheatley, Attorney in Fact 02/02/2006
** 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.