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
RUSS BERRIE & CO INC [ RUS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/16/2007 | ||||||||||||||||||||||||||
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, $0.10 stated value | 11/16/2007 | M | 7,400 | A | $13.05 | 8,933 | D | |||
Common Stock, $0.10 stated value | 11/16/2007 | S | 7,400 | D | $18.12 | 1,533 | 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 | ||||||||
EMPLOYEE STOCK OPTION (RIGHT TO BUY) | $13.05 | 11/16/2007 | M | 7,400 | 12/28/2005 | 05/01/2015 | COMMON STOCK | 7,400 | $0 | 12,882(1)(2) | D |
Explanation of Responses: |
1. Remainder of original grant of 70,000 options on May 2, 2005 pursuant to the Company's 2004 Stock Option, Restricted and Non-Restricted Stock Plan (the "Plan"), at an exercise price of $13.05 per share. Under the original grant terms, such options vested ratably over a five-year period commencing one year from the date of grant and expire ten years from the date of grant, however, all such options were deemed vested as of December 28, 2005. |
2. Mr. Robinson also holds 1,780, 2,244, 1,535, and 1,567 options granted on January 4, 1999, January 2, 2001, January 2, 2002, and January 2, 2003 respectively, at an exercise price of $23.625, $20.75, $30.98 and $34.80, respectively, all vesting one year from the date of grant with an expiration date ten years from the date of grant. Mr. Robinson also holds 15,000 options granted on January 2, 2004 pursuant to the Plan at an exercise price of $34.05 per share. Under the original grant terms, such options vested ratably over a five-year period commencing one year from the date of grant and expire ten years from the date of grant, however, all such options were deemed vested as of December 28, 2005. |
/s/ Chris Robinson | 02/26/2008 | |
** 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. |