-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AO8DUI/IiBztKU2a2adDz0qxse2o/6+V8I0juUUCJ8KouYWcPCJ31+/hzz98ftlA jvl7s2WhSdcZFmQ1gGgHPw== 0001221142-03-000001.txt : 20030228 0001221142-03-000001.hdr.sgml : 20030228 20030228161528 ACCESSION NUMBER: 0001221142-03-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030226 FILED AS OF DATE: 20030228 REPORTING-OWNER: COMPANY DATA: COMPANY CONFORMED NAME: ROOS BRADLEY T CENTRAL INDEX KEY: 0001221142 RELATIONSHIP: OFFICER FILING VALUES: FORM TYPE: 3 MAIL ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRG SCHULTZ INTERNATIONAL INC CENTRAL INDEX KEY: 0001007330 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 582213805 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 03586939 BUSINESS ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 BUSINESS PHONE: 7707793311 MAIL ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 FORMER COMPANY: FORMER CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC DATE OF NAME CHANGE: 19960207 3 1 edgar.htm 3 Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

OMB APPROVAL

 

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB Number: 3235-0104
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hours per response. . .0.5


Filed By
Romeo and Dye's
Section 16 Filer
www.section16.net



1. Name and Address of Reporting Person*

Roos, Bradley T.

2. Date of Event
Requiring Statement
Month/Day/Year
February 26, 2003

4. Issuer Name and Ticker or Trading Symbol
PRG-Schultz International, Inc. (PRGX)

(Last)      (First)     (Middle)

600 Galleria Parkway, Suite 100
 

3. I.R.S. Identification
Number of Reporting
Person, if an entity
(voluntary)

 

5. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
    Director                          10% Owner
X Officer                            Other
(give title below)              (specify below)

Executive Vice President - Worldwide Sales & Marketing

6. If Amendment,
Date of Original
(Month/Day/Year)
 

(Street)

Atlanta, GA 30339

7. Individual or Joint/Group Filing
(Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Beneficially Owned

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

10,000

D

 

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).

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 control number

FORM 3 (continued)

Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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
of Derivative
Security:
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

Nonqualified Employee Stock Option (Right to Buy)

 (1)

2/28/2010

Common

20,000

18.4688

D

 

Nonqualified Employee Stock Option (Right to Buy)

 (2)

10/24/2006

Common

20,000

7.20

D

 

Nonqualified Employee Stock Option (Right to Buy)

 (3)

1/24/2007

Common

25,000

9.28

D

 

Nonqualified Employee Stock Option (Right to Buy)

 (4)

8/14/2007

Common

25,000

13.00

D

 

Explanation of Responses:

(1) Options vest ratably on each of the first five anniversaries of February 28, 2000, the date of grant; 8,000 options are currently exercisable.
(2) Options vest ratably on each of the first four anniversaries of October 24, 2001, the date of grant; 5,000 options are currently exercisable.
(3) Options vest ratably on each of the first four anniversaries of January 24, 2002, the date of grant; 6,250 options are currently exercisable
(4) Options vested 20 percent on August 14, 2002, the date of grant, with the remainder vesting ratably on each of the first four anniversaries of the date of grant; 5,000 options are currently exercisable.

  By: /s/ Bradley T. Roos
             Bradley T. Roos
**Signature of Reporting Person
February 26, 2003
Date

**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.

 


CONFIRMING STATEMENT





This Statement confirms that the undersigned has authorized and designated the General

Counsel or the Chief Financial Officer of PRG-Schultz International, Inc. to execute and file on the

undersigned's behalf all Forms 3, 4, and 5 (including any amendments thereto) that the undersigned

may be required to file with the U.S. Securities and Exchange Commission as a result of the

undersigned's ownership of or transactions in securities of PRG-Schultz International, Inc.  The

authority of the General Counsel or the Chief Financial Officer of PRG-Schultz International, Inc.

under this Statement shall continue until the undersigned is no longer required to file Forms 3, 4, and

5 with regard to the undersigned's ownership of or transactions in securities of PRG-Schultz

International, Inc., unless earlier revoked in writing.  The undersigned acknowledges that the General

Counsel or the Chief Financial Officer of PRG-Schultz International, Inc. is not assuming any of the

undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.







Dated as of February 26, 2003

/s/     Bradley T. Roos





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