-----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, MIqbu63w/mMMckDibkdt3wQD2elVyQQMjdP5PGpuwPrC++xOShAVGQ1M6xFrN1UW ahyp/p4GPaGH/+AQcPpHxg== 0001088033-04-000011.txt : 20040308 0001088033-04-000011.hdr.sgml : 20040308 20040308182814 ACCESSION NUMBER: 0001088033-04-000011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040304 FILED AS OF DATE: 20040308 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QUEST SOFTWARE INC CENTRAL INDEX KEY: 0001088033 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330231678 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9497548000 MAIL ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOYLE DAVID M CENTRAL INDEX KEY: 0001106661 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26937 FILM NUMBER: 04655719 BUSINESS ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9497548000 MAIL ADDRESS: STREET 1: 8001 IRVINE CENTER DRIVE CITY: IRVINE STATE: CA ZIP: 92618 4 1 edgar.xml PRIMARY DOCUMENT X0201 4 2004-03-04 0001088033 QUEST SOFTWARE INC QSFT 0001106661 DOYLE DAVID M C/O QUEST SOFTWARE, INC. 8001 IRVINE CENTER DRIVE IRVINE CA 92618 1 0 0 0 Futures Contract (obligation to sell) 2004-03-04 4 S 0 300000 D 2006-01-27 2006-01-27 Common Stock 300000 300000 D Futures Contract (obligation to sell) 2004-03-04 4 S 0 300000 D 2006-02-17 2006-02-17 Common Stock 300000 300000 D Futures Contract (obligation to sell) 2004-03-04 4 S 0 400000 D 2006-03-10 2006-03-10 Common Stock 400000 400000 D Mr. Doyle entered into a pre-paid variable delivery forward contract relating to 300,000 shares of the issuer's common stock ("Common Stock"). In exchange for a cash payment of $4,127,369, Mr. Doyle agreed to deliver a number of shares of Common Stock in January 2006 (subject to earlier termination) pursuant to the following formula: (i) if the price of Common Stock in January 2006 (the "January Settlement Value") is less than or equal to $15.4757 (the "Floor"), 300,000 shares; (ii) if the January Settlement Value is less than or equal to $18.5708 (the "Threshold"), but greater than the Floor, then a number of shares equal to 300,000 shares multiplied by the Floor divided by the January Settlement Value; and (iii) if the January Settlement Value is greater than the Threshold, then such number of shares as determined by a formula set forth in the contract. Alternatively, Mr. Doyle may settle this contract for an amount of cash equal to the number of shares required to be delivered multiplied by the January Settlement Value. Mr. Doyle entered into a pre-paid variable delivery forward contract relating to 300,000 shares of Common Stock. In exchange for a cash payment of $4,127,369, Mr. Doyle agreed to deliver a number of shares of Common Stock in February 2006 (subject to earlier termination) pursuant to the following formula: (i) if the price of Common Stock in February 2006 (the "February Settlement Value") is less than or equal to the Floor, 300,000 shares; (ii) if the February Settlement Value is less than or equal to the Threshold, but greater than the Floor, then a number of shares equal to 300,000 shares multiplied by the Floor divided by the February Settlement Value; and (iii) if the February Settlement Value is greater than the Threshold, then such number of shares as determined by a formula set forth in the contract. Alternatively, Mr. Doyle may settle this contract for an amount of cash equal to the number of shares required to be delivered multiplied by the February Settlement Val ue. Mr. Doyle entered into a pre-paid variable delivery forward contract relating to 400,000 shares of Common Stock. In exchange for a cash payment of $5,503,159, Mr. Doyle agreed to deliver a number of shares of Common Stock in March 2006 (subject to earlier termination) pursuant to the following formula: (i) if the price of Common Stock in March 2006 (the "March Settlement Value") is less than or equal to the Floor, 400,000 shares; (ii) if the March Settlement Value is less than or equal to the Threshold, but greater than the Floor, then a number of shares equal to 400,000 shares multiplied by the Floor divided by the March Settlement Value; and (iii) if the March Settlement Value is greater than the Threshold, then such number of shares as determined by a formula set forth in the contract. Alternatively, Mr. Doyle may settle this contract for an amount of cash equal to the number of shares required to be delivered multiplied by the March Settlement Value. J. Michael Vaughn, Attorney-in-Fact for David M. Doyle 2004-03-08 -----END PRIVACY-ENHANCED MESSAGE-----