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
Wright Express CORP [ WXS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/30/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 04/01/2009 |
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 | 03/30/2009 | M | 10,549 | A | $0 | 140,121(4)(7) | D | |||
Common Stock | 03/30/2009 | F(5) | 3,318 | D | $18.19 | 136,803(7) | D | |||
Common Stock | 03/31/2009 | M | 3,389 | A | $0 | 140,192(7) | D | |||
Common Stock | 03/31/2009 | F(6) | 1,066 | D | $17.81 | 139,126(7) | D | |||
Common Stock | 03/31/2009 | M | 3,389 | A | $0 | 142,515(7) | D | |||
Common Stock | 03/31/2009 | F(6) | 1,066 | D | $17.81 | 141,449(7) | 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 | ||||||||
Restricted Stock Units | $0 | 03/30/2009 | M | 10,549 | (1) | (1) | Common Stock | 10,549 | $0 | 21,098 | D | ||||
Restricted Stock Units | $0 | 03/31/2009 | M | 3,389 | (2) | (2) | Common Stock | 3,389 | $0 | 3,390 | D | ||||
Restricted Stock Units | $0 | 03/31/2009 | M | 3,389 | (3) | (3) | Common Stock | 3,389 | $0 | 3,390 | D |
Explanation of Responses: |
1. Restricted Stock Units ("RSUs") vested on 3/30/2009 and each RSU converted into one share of common stock. The RSUs were originally granted as performance based stock units and converted into RSUs on 2/6/2008. |
2. RSUs vested on 3/31/2009 and each RSU converted into one share of common stock. |
3. RSUs vested on 3/31/2009 and each RSU converted into one share of common stock. The RSUs were originally granted as performance based stock units and converted into RSUs on 3/1/2007. |
4. On 3/3/2009, 34,224 shares were distributed from the reporting person's GRAT to his personal account. |
5. Represents tax withholding in connection with the vesting of RSUs on 3/30/2009. |
6. Represents tax withholding in connection with the vesting of RSUs on 3/31/2009. |
7. 17,491 shares of directly held common stock were inadvertently omitted from the reporting person's holdings on this Form 4 when originally filed on April 1, 2009. The amounts listed in column 5 of this report reflect the correct number of shares of common stock held as of the transaction dates listed on this Form 4. |
Remarks: |
/s/ Hilary A. Rapkin, as attorney-in-fact for Michael E. Dubyak | 08/19/2009 | |
** 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. |