SEC FORM 4

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

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^*

Mann Thomas Kelly

(Last)

(First)

(Middle)

MEDIWARE INFORMATION SYSTEMS, INC.

11711 WEST 79TH STREET

(Street)

LENEXA

66214

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MEDIWARE INFORMATION SYSTEMS INC [ MEDW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2010

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, Par Value $.10	07/01/2010		A		150,000	A	$0⁽¹⁾⁽²⁾	263,408	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$9.11	07/01/2010		A		100,000⁽³⁾		07/01/2011	07/01/2015	Common Stock	100,000	$0⁽³⁾	100,000	D

Explanation of Responses:

1. These shares were the subject of a grant of restricted stock under the issuer's 2003 Equity Incentive Plan, as amended. 12,500 shares vest on each of June 30, 2011, June 30, 2012 and June 30, 2013, respectively, if the price of the issuer's common stock has increased ten percent (10%) from the prior fiscal year. 37,500 shares each vest upon the filing of the issuer's 2011, 2012 and 2013 Form 10-K, respectively, if the issuer's Board of Directors determines that the performance metrics setting out the vesting requirements for each respective tranche are achieved. All unvested shares are forfeited upon termination of Mr. Mann's employment or if the shares do not vest in accordance with the performance metrics referred to above.

2. Unvested and not forfeited shares terminate upon an acquisition or sale of the issuer and Mr. Mann shall be paid a cash equal sum to two times the difference between the price per share of the issuer's common stock paid by the acquirer and $9.11 per share.

3. Options to purchase 25,000 shares vest on 07/01/2011, the remaining options vest ratably on 07/01/2012, 07/01/2013 and 07/01/2014. Upon an acquisition or sale of the issuer, all remaining unvested options immediately vest. Issued pursuant to issuer's 2003 Equity Incentive Plan, as amended.

	/s/ T. Kelly Mann	07/02/2010
	** 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.