SEC Form 4
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*
WEISS ARTHUR G

(Last) (First) (Middle)
3150 HOLCOMB BRIDGE ROAD
SUITE 200

(Street)
NORCROSS GA 30071

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INTERCEPT INC [ ICPT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock 11/08/2004 M 11,666 A $12.2 0 D
Common Stock 11/08/2004 S 11,666 D $18.88 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Option (Right to Buy) $12.2 11/08/2004 D 23,334 (1) (1) Common Stock 23,334 $0(1) 0 D
Stock Option (Right to Buy) $12.2 11/08/2004 M 11,666 (1) (1) Common Stock 11,666 $0 0 D
Explanation of Responses:
1. This option, which provided for vesting in three equal annual installments on March 8, 2004, 2005, and 2006, was disposed of in connection with the consummation of the merger (the "Merger") contemplated by that certain Amended and Restated Agreement and Plan of Merger dated as of September 8, 2004, among the issuer, Fidelity National Financial, Inc. ("FNF"), Fidelity National Information Services, Inc., and Fuscia Merger Sub, Inc. (the "Merger Agreement"). Pursuant to the closing of the Merger on November 8, 2004, the vesting of this option to purchase shares of the issuer's common stock was accelerated and such option was converted pursuant to a formula in the Merger Agreement to an option to purchase shares of FNF common stock in accordance with the formula stated in the Merger Agreement. Although the original expiration date of this option was March 8, 2014, the converted option is exercisable for 90 days following the closing of the Merger.
/s/ Jonathan R. Coe, Attorney-in-Fact 11/08/2004
** 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).
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