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
MDC PARTNERS INC [ MDCA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/05/2007 | ||||||||||||||||||||||||||
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 | ||||||
Class A Subordinate Voting Shares | 15,000(1) | D | ||||||||
Class A Subordinate Voting Shares | 04/05/2007 | S | 4,000 | D | $8.15 | 11,000(1) | 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 | ||||||||
Stock Appreciation Rights(2) | $9.71(3) | 07/30/2004 | 07/30/2007 | Class A Subordinate Voting Shares | 5,000 | 5,000 | D | ||||||||
Stock Options(4) | $10.66(3) | 06/11/2003 | 06/11/2008 | Class A Subordinate Voting Shares | 4,000 | 4,000 | D | ||||||||
Stock Options(5) | $8.95 | 04/28/2006 | 04/28/2016 | Class A Subordinate Voting Shares | 25,000 | 25,000 | D | ||||||||
Class A Share Purchase Warrants(6) | $19.13(3) | 03/12/2004 | 03/12/2009 | Class A Subordinate Voting Shares | 4,000 | 4,000 | D |
Explanation of Responses: |
1. Includes 4,000 Restricted Stock Units (previously awarded on March 6, 2006) which will vest on the third anniversary of the date of grant, subject to potential accelerated vesting in specified circumstances. Upon vesting, each restricted stock unit will represent the right to receive one Class A Subordinated Voting Share of the Issuer. |
2. Stock Appreciation Rights (previously granted on July 30, 2004) vest 1/3 on each anniversary of the grant date, expire four years from the grant date, and may be settled in cash. |
3. Canadian dollars. |
4. Stock Options of the Issuer (granted on June 11, 2003) vest 1/5 on grant, and 1/5 on each anniversary of the grant date, expiring five (5) years from the grant date. |
5. Stock Options of the Issuer granted on April 28, 2006 vest over five (5) years from the grant date: 20% (5,000 options) on the first anniversary of the grant date and an additional 20% on each of the next four (4) succeeding anniversaries of the grant date, expiring ten (10) years from the grant date. |
6. These Class A Share Purchase Warrants form part of the Units issued by MDC Partners Inc. |
/s/ Francois Roy | 04/06/2007 | |
** 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. |