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
DADE BEHRING HOLDINGS INC [ DADE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/02/2007 | ||||||||||||||||||||||||||
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 |
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 Units(1) | $0.00(2) | 07/02/2007 | A | 0.57(3) | (4) | (4) | Common Stock | 0.57 | $52.98 | 9,743.986 | D | ||||
Stock Units(5) | $0.00(2) | 07/02/2007 | A | 9.194(6) | (4) | (4) | Common Stock | 9.194 | $52.98 | 9,753.17 | D | ||||
Stock Units(5) | $0.00(2) | 07/02/2007 | A | 290.698(7) | (4) | (4) | Common Stock | 290.698 | $53.75 | 10,043.878 | D |
Explanation of Responses: |
1. Acquired pursuant to the Dade Behring 2004 Incentive Compensation Plan. |
2. Stock Units convert to common stock at a ratio of 1 for 1. |
3. Equal to the number of Stock Units credited under the Dade Behring 2004 Incentive Compensation Plan upon conversion as of July 2, 2007 of the cash dividend equivalent balance accrued during the preceding quarter. The Stock Unit conversion was made as of July 2, 2007 by dividing the accrued cash dividend equivalent balance for the quarter of $0.05 per Stock Unit by $52.98 which is the closing price for Dade Behring common stock reported by Nasdaq for June 18, 2007, the date of the cash dividend payment. |
4. The Stock Units vest immediately and are to be settled in Dade Behring common stock as soon as administratively feasible after the first day of the second calendar month immediately following the month in which termination of service as a director occurs. |
5. Acquired pursuant to the Dade Behring Nonemployee Directors' Deferred Stock Compensation Plan. |
6. Equal to the number of Stock Units credited under the Dade Behring Nonemployee Directors' Deferred Stock Compensation Plan upon conversion as of July 2, 2007 of the cash dividend equivalent balance accrued during the preceding quarter. The Stock Unit conversion was made as of July 2, 2007 by dividing the accrued cash dividend equivalent balance for the quarter of $0.05 per Stock Unit by $52.98 which is the closing price for Dade Behring common stock reported by Nasdaq for June 18, 2007, the date of the cash dividend payment. |
7. Equal to the amount of compensation deferred under the Dade Behring Nonemployee Directors' Deferred Stock Compensation Plan, divided by $53.75 which is the closing price for Dade Behring common stock reported by Nasdaq for July 2, 2007. |
Remarks: |
Louise S. Pearson, Attorney in Fact | 07/05/2007 | |
** 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. |