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
PEOPLES EDUCATIONAL HOLDINGS [ PEDH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/19/2007 | ||||||||||||||||||||||||||
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 | 10/16/2006 | 10/18/2006 | P(4) | 420 | A | $4.55 | 1,867,151 | I | see Footnotes(1)(2)(3) | |
Common Stock | 10/31/2006 | 11/02/2006 | P(4) | 318 | A | $4.5 | 1,867,469 | I | see Footnotes(1)(2)(3) | |
Common Stock | 11/15/2006 | 11/17/2006 | P(4) | 258 | A | $4.72 | 1,867,727 | I | see Footnotes(1)(2)(3) | |
Common Stock | 04/19/2007 | 04/19/2007 | P | 2,098 | A | $2.75 | 1,869,825 | I | see Footnotes(1)(2)(3) |
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 |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Cherry Tree Core Growth Fund, L.L.L.P. ("Growth Fund") acquired 3,094 shares as disclosed in Table 1. The shares beneficially owned by the reporting owners following these transactions include 56,462 shares owned directly by Growth Fund and 1,813,363 shares owned directly by School Power Limited Partnership ("School Power"). These securities are owned indirectly by Gordon Stofer and Adam Smith Companies, LLC, as general partners of each of Growth Fund and School Power, and by Tony J. Christianson as Manager of Adam Smith Companies, LLC. |
2. The general partners of Growth Fund and School Power disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that the general partners are the beneficial owners of such securities for the purpose of Section 16 or any other purpose. |
3. Mr. Christianson is the Manager of Adam Smith Companies, LLC, a general partner of Growth Fund and School Power and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purpose of Section 16 or any other purpose. |
4. The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting persons on May 22, 2006 |
Remarks: |
/s/ Gordon Stofer | 04/23/2007 | |
Adam Smith Companies, LLC, By: /s/ Tony Christianson, Manager | 04/23/2007 | |
/s/ Tony Christianson | 04/23/2007 | |
** 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. |