| 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
MEDICAL ACTION INDUSTRIES INC [ MDCI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/06/2005 | ||||||||||||||||||||||||||
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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, $.001 PAR VALUE | 10/05/2005 | G | 3,807 | D | $0.00 | 380,289(3) | D | |||
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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 | ||||||||
| 1989 NON-QUALIFIED STOCK PLAN (RIGHT TO BUY) | $2.875 | 10/14/1999 | J | 15,000 | (1) | 10/14/2009 | COMMON STOCK | 15,000 | $2.875 | 15,000 | D | ||||
| 1989 NON-QUALIFIED STOCK PLAN (RIGHT TO BUY) | $3 | 04/13/2000 | J | 20,000 | (1) | 04/13/2010 | COMMON STOCK | 20,000 | $3 | 20,000 | D | ||||
| 1989 NON-QUALIFIED STOCK PLAN (RIGHT TO BUY) | $4 | 04/06/2001 | J | 10,000 | (1) | 04/04/2011 | COMMON STOCK | 10,000 | $4 | 10,000 | D | ||||
| 1994 STOCK INCENTIVE PLAN (RIGHT TO BUY) | $4 | 04/06/2001 | J | 10,000 | (1) | 04/06/2011 | COMMON STOCK | 10,000 | $4 | 10,000 | D | ||||
| 1994 STOCK INCENTIVE PLAN (RIGHT TO BUY) | $13.3 | 05/29/2003 | J | 15,000 | (1) | 05/29/2013 | COMMON STOCK | 15,000 | $13.3 | 15,000 | D | ||||
| STOCK OPTION (RIGHT TO BUY) | $5 | 10/22/1997 | J | 200,000(2) | 01/01/1998 | 10/22/2008 | COMMON STOCK | 200,000 | $5 | 200,000 | D | ||||
| LONG PUTS (RIGHT TO SELL) | $0.00 | 11/16/2004 | J | 100,000(4) | 11/16/2006 | 11/16/2006 | COMMON STOCK | 100,000(4) | (4) | 100,000(4) | D | ||||
| Explanation of Responses: |
| 1. All options become exercisable within two (2) years after grant date, or sooner under certain circumstances. |
| 2. Options to purchase 300,000 shares which were granted by issuer's former chairman of the board on 10/22/97. The closing price of the company's common stock on such date was $4.06. |
| 3. 25,180 additional shares are owned by Mr. Meringolo's children, to which he disclaims beneficial ownership. |
| 4. On November 16, 2004, the reporting person entered into a variable forward sales contract with a securities broker. At maturity on November 16, 2006, the reporting person will deliver a minimum of 80,000 shares of Medical Action Industries Inc. common stock up to a maximum of 100,000 of common stock based upon then fair market value of such common stock or pay balance due in cash. Mr. Meringolo received net proceeds of $1,426,081.60 relating to such contract. |
| /s/ Paul D. Meringolo | 10/06/2005 | |
| ** 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. | ||