FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/05/2009 |
3. Issuer Name and Ticker or Trading Symbol
BORDERS GROUP INC [ BGP ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 37,790 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Restricted Stock Units | (1) | 03/18/2009 | Common Stock | 5,000 | (2) | D | |
Restricted Stock Units | (3) | 03/24/2009(3) | Common Stock | 5,000 | (2) | D | |
Stock Options (Right to Buy) | (4) | 04/01/2014 | Common Stock | 8,567 | $20.42 | D | |
Stock Options (Right to Buy) | (5) | 07/01/2014 | Common Stock | 5,607 | $19.06 | D | |
Stock Options (Right to Buy) | 11/01/2005 | 10/31/2012 | Common Stock | 3,000 | $17.23 | D | |
Stock Options (Right to Buy) | 11/01/2010 | 10/31/2014 | Common Stock | 30,000 | $15.42 | D |
Explanation of Responses: |
1. Each Restricted Stock Unit represents a contingent right to receive one share of Borders Group, Inc. Common Stock. These Restricted Stock Units were granted under the issuer's 2004 Long-Term Incentive Plan. The Restricted Stock Units may vest over a period of four to six years dependant upon the satisfaction of certain performance criteria. Subject to any deferral election, the shares (or, in the issuer's discretion, an equivalent value in cash) will be delivered when and if the units vest. |
2. The Restricted Stock Units were granted for services rendered to the Issuer and no additional consideration is required to be paid when and if the Restricted Share Units become vested. |
3. Each Restricted Stock Unit represents a contingent right to receive one share of Borders Group, Inc. Common Stock. These Restricted Share Units were granted under the issuer's 2004 Long-Term Incentive Plan. Some or all of the Restricted Share Units will vest on March 24, 2009, dependant upon the satisfaction of certain performance criteria. The shares (or, in the issuer's discretion, an equivalent value in cash) will be delivered when and if the units vest. |
4. This option becomes exercisable as follows: 33 1/3% on 4/2/2008; 66 2/3% on 4/2/2009 and 100% on 4/2/2010 |
5. This option becomes exercisable as follows: 33 1/3% on 7/2/2008; 66 2/3% on 7/2/2009 and 100% on 7/2/2010 |
/s/ By Mark D. Schairer, Authorized Representative | 01/09/2009 | |
** 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 5 (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. |