-----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, POdyyevkHCNHgAdh9oL8ar8ox1jRunzjTKciGTRIxjl1R/iV08Y+DqDBY/TG+wkb ng7GP0my491PbIvWKA0/ew== 0001181431-04-044863.txt : 20040924 0001181431-04-044863.hdr.sgml : 20040924 20040924143639 ACCESSION NUMBER: 0001181431-04-044863 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040923 FILED AS OF DATE: 20040924 DATE AS OF CHANGE: 20040924 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHOICE HOTELS INTERNATIONAL INC /DE CENTRAL INDEX KEY: 0001046311 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 521209792 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10750 COLUMBIA PIKE CITY: SILVER SPRING STATE: MD ZIP: 20901 BUSINESS PHONE: 3015925056 FORMER COMPANY: FORMER CONFORMED NAME: CHOICE HOTELS FRANCHISING INC DATE OF NAME CHANGE: 19971118 FORMER COMPANY: FORMER CONFORMED NAME: CHOICE HOTELS INTERNATIONAL INC/ DATE OF NAME CHANGE: 19971022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAINUM BARBARA CENTRAL INDEX KEY: 0001036630 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13393 FILM NUMBER: 041044737 BUSINESS ADDRESS: STREET 1: 10770 COLUMBIA PIKE STREET 2: SUITE 100 CITY: SILVER SPRING STATE: MD ZIP: 20910 BUSINESS PHONE: 3015921300 MAIL ADDRESS: STREET 1: 10770 COLUMBIA PIKE STREET 2: SUITE 100 CITY: SILVER SPRING STATE: MD ZIP: 20910 4 1 rrd52865.xml X0202 4 2004-09-23 0 0001046311 CHOICE HOTELS INTERNATIONAL INC /DE CHH 0001036630 BAINUM BARBARA 10770 COLUMBIA PIKE SUITE 100 SILVER SPRING MD 20901 0 0 1 0 Common Stock 43816 I See Footnote Common Stock 52646 I See Footnote Common Stock 278920 I See Footnote Common Stock 61150 I See Footnote Common Stock 421697 I See Footnote Common Stock 2671 D Common Stock 109929 I See Footnote Common Stock 1188193 I See Footnote Common Stock 85742 I See Footnote Common Stock 2004-05-04 4 M 0 1732 0 A 4403 D Common Stock 2004-02-06 4 J 0 4403 0 D 0 D Common Stock 2004-09-23 4 J 0 4403 0 A 1192596 I See Footnote Common Stock 2004-09-23 4 M 0 3500 26.11 A 1196096 I See Footnote Common Stock 2004-09-23 4 M 0 3500 24.23 A 1199596 I See Footnote Common Stock 2004-09-23 4 M 0 2500 14.97 A 1202096 I See Footnote Common Stock 2004-09-23 4 M 0 2500 12.81 A 1204596 I See Footnote Common Stock 2004-09-23 4 S 0 4600 53.8107 D 1199996 I See Footnote Non-Qualified Stock Options 12.81 2004-09-23 2004-09-23 4 M 0 2500 D 2002-05-03 2005-05-03 Common 2500 9500 D Non-Qualified Stock Option 14.97 2004-09-23 2004-09-23 4 M 0 2500 D 2003-05-15 2006-05-15 Common 2500 7000 D Non-Qualified Stock Options 26.11 2004-09-23 2004-09-23 4 M 0 3500 D 2004-04-30 2007-04-30 Common 3500 3500 D Non-Qualified Stock Options 24.23 2004-09-23 2004-09-23 4 M 0 3500 D 2004-09-14 2008-04-28 Common 3500 0 D Shares owned by the Barbara Bainum Declaration of Trust (the "BB Trust") in which Ms. Bainum is the sole trustee and current beneficiary. The proportionate interest of the BB Trust in shares (600,000) owned by Mid Pines Associates, L.P. ("Mid Pines"), in which the BB Trust has shared voting authority. The proportionate interest of the Barbara Bainum Grantor Retained Annuity Trust ("GRAT") dated September 5, 1996, the sole trustee of which is Ms. Bainum, in shares (600,000 ) owned by Mid Pines. The proportionate interest of the BB Trust in shares (3,567,869) owned by Realty Investment, Co, Inc., a real estate investment and management company in which the BB Trust is a noncontrolling shareholder. The proportionate interest of certain trusts in shares (600,000) owned by Mid Pines for the benefit of Ms. Bainum's sons and nephews. Ms. Bainum is the sole trustee and her sons and nephews are the beneficiaries. Beneficial ownership is disclaimed. The proportionate interest in shares (3,567,869) owned by Realty Investment Company, Inc. for the benefit of: a) trusts for Ms. Bainum's sons and nephews. Ms. Bainum is the sole trustee and her sons and nephews are the beneficiaries AND b) shares in UTMA accounts for the benefit of Ms. Bainum's nephews who are minors. Beneficial ownership is disclaimed. Ms. Bainum's interest in the Non-Employee Director Compensation Plan of the Issuer. Shares owned by certain trusts for the benefit of Ms. Bainum's sons and nephews. Ms. Bainum is the sole trustee and her sons and nephews are the beneficiaries. Beneficial ownership is disclaimed. Shares owned by the GRAT in which Ms. Bainum is the sole trustee and current beneficiary. Ms. Bainum exercised 12,000 non-qualified stock options. 4,600 shares were retained by the Issuer in satisfaction of the exercise price. As Ms. Bainum vests in the Non-Employee Director Compensation Plan, shares are distributed to her. Christine A. Shreve; Attorney-in-fact 2004-09-24 -----END PRIVACY-ENHANCED MESSAGE-----