-----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, Bgew1bYJKXyzn4dAXcpDOpmKoKb8jslbAVm0EleUxQL1rzfpjWANMLhht6C7/guA KPU7YzQig9H/cxgVD4Zp1w== 0001104659-09-048332.txt : 20090807 0001104659-09-048332.hdr.sgml : 20090807 20090807193403 ACCESSION NUMBER: 0001104659-09-048332 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090805 FILED AS OF DATE: 20090807 DATE AS OF CHANGE: 20090807 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FAIRPOINT COMMUNICATIONS INC CENTRAL INDEX KEY: 0001062613 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 133725229 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 521 EAST MOREHEAD ST STREET 2: STE 250 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 7043448150 FORMER COMPANY: FORMER CONFORMED NAME: MJD COMMUNICATIONS INC DATE OF NAME CHANGE: 19980527 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Garvey Gary C. CENTRAL INDEX KEY: 0001469717 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32408 FILM NUMBER: 09997195 MAIL ADDRESS: STREET 1: C/O FAIRPOINT COMMUNICATIONS STREET 2: 521 E. MOREHEAD STREET, SUITE 500 CITY: CHARLOTTE STATE: NC ZIP: 28202 FORMER NAME: FORMER CONFORMED NAME: Garvey Gary L. DATE OF NAME CHANGE: 20090805 3 1 a3.xml 3 X0203 3 2009-08-05 0 0001062613 FAIRPOINT COMMUNICATIONS INC FRP 0001469717 Garvey Gary C. C/O FAIRPOINT COMMUNICATIONS, INC. 521 E. MOREHEAD STREET, SUITE 500 CHARLOTTE NC 28202 0 1 0 0 Sr. VP, Human Relations Common Stock, par value $0.01 per share 180666 D Performance Units Common Stock, par value $0.01 per share 9117 D These derivative securities are performance units ("Performance Units") issued pursuant to the FairPoint Communications, Inc. (the "Company") 2008 Long Term Incentive Plan. These Performance Units are convertible on a one for one basis into shares of the Company's common stock, par value $0.01 per share ("Common Stock"), based on the value of the Company's Common Stock on December 31, 2009. These Performance Units may be deemed earned and/or forfeited upon certain other events set forth in the Performance Unit Award Agreement under which the Performance Units were issued. The reported number is based on the Company achieving a value on its Common Stock of $25.94 or higher on December 31, 2009. The actual number of Performance Units earned by Mr. Garvey will be based on the table set forth in Exhibit 99.1 hereto (and incorporated herein by reference) and the value of the Company's Common Stock as of December 31, 2009. The number of Performance Units earned for a value between any of the amounts in the table set forth in Exhibit 99.1 will be determined by linear interpolation. For these purposes, "value" means the sum of (i) the average of the closing prices for shares of the Company's Common Stock during the 30 day trading period ending December 31, 2009 and (ii) all cash dividends paid by the Company with respect to the Common Stock during the period from April 1, 2008 through December 31, 2009. These derivative securities do not have an exercise price. /s/ Gary L. Garvey 2009-08-06 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

 

The actual number of Performance Units earned by Mr. Garvey will be based on the following table and the value of the Company’s Common Stock as of December 31, 2009:

 

Value of the Company’s Common Stock as
of December 31, 2009

 

Number of Performance
Units Earned

 

less than $19.94

 

0

 

$19.94

 

2,431

 

$21.94

 

5,470

 

$23.94

 

7,460

 

$25.94 or higher

 

9,117

 

 

All defined terms used but not defined in this Exhibit 99.1 shall have the meanings ascribed to such terms in the Form 3 to which this exhibit is incorporated by reference.

 

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