-----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, EgqPhPrgm/J6x1fU/baiKFAKKydOSIRP+PPbHvFecP8b83R0rY7cutdOo19G8lhr HZTh059FIK8NgwNWWOyWmQ== 0001336920-06-000049.txt : 20061017 0001336920-06-000049.hdr.sgml : 20061017 20061017195042 ACCESSION NUMBER: 0001336920-06-000049 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061013 FILED AS OF DATE: 20061017 DATE AS OF CHANGE: 20061017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SAIC, Inc. CENTRAL INDEX KEY: 0001336920 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 10260 CAMPUS POINT DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 826-6000 MAIL ADDRESS: STREET 1: 10260 CAMPUS POINT DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAHLBERG KENNETH C CENTRAL INDEX KEY: 0001222184 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33072 FILM NUMBER: 061149664 BUSINESS ADDRESS: STREET 1: GENERAL DYNAMICS CORP STREET 2: 3190 FAIRVIEW PARK DR CITY: FALLS CHURCH STATE: VA ZIP: 22042 BUSINESS PHONE: 8588266000 MAIL ADDRESS: STREET 1: SCIENCE APPLICATIONS INTERNATIONAL CORP. STREET 2: 10260 CAMPUS POINT DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 4 1 dah28.xml X0202 4 2006-10-13 0 0001336920 SAIC, Inc. SAI 0001222184 DAHLBERG KENNETH C 10260 CAMPUS POINT DRIVE SAN DIEGO CA 92121 1 1 0 0 CEO AND CHAIRMAN OF THE BOARD Common Stock 2006-10-13 4 P 0 100 17.0000 A 100.0000 D Class A Preferred Stock 2006-10-16 4 A 0 70000 A Common Stock 70000.0000 70000.0000 D Class A Preferred Stock 2006-10-16 4 A 0 202102 A Common Stock 202102.0000 202102.0000 I By Key Executive Stock Deferral Plan Class A Preferred Stock 2006-10-16 4 A 0 1752 A Common Stock 1752.0000 1752.0000 I By SAIC Retirement Plan Stock Option (Right to Buy) 10.5966 2006-10-16 4 A 0 674989 A 2004-11-03 2008-11-02 Class A Preferred Stock 674989.0000 674989.0000 D Stock Option (Right to Buy) 12.1733 2006-10-16 4 A 0 89998 A 2005-03-08 2009-03-07 Class A Preferred Stock 89998.0000 89998.0000 D Stock Option (Right to Buy) 12.4466 2006-10-16 4 A 0 89997 A 2005-05-19 2009-05-18 Class A Preferred Stock 89997.0000 89997.0000 D Stock Option (Right to Buy) 13.5166 2006-10-16 4 A 0 599973 A 2006-04-01 2010-03-31 Class A Preferred Stock 599973.0000 599973.0000 D Stock Option (Right to Buy) 14.6400 2006-10-16 4 A 0 600000 A 2007-03-21 2011-03-20 Class A Preferred Stock 600000.0000 600000.0000 D On October 16, 2006, SAIC, Inc. became the successor to Science Applications International Corporation pursuant to a merger. The merger resulted in SAIC, Inc. becoming the parent holding company of Science Applications International Corporation, but did not alter the proportionate interests of security holders. Class A Preferred Stock is convertible into Common Stock on a 1 for 1 basis on and after the following dates and in the proportionate amounts for each Series: 20% allocated to Series A-1 and convertible on January 11, 2007; 20% allocated to Series A-2 and convertible on April 11, 2007; 30% allocated to Series A-3 and convertible on July 10, 2007; 30% allocated to Series A-4 and convertible on October 8, 2007. Class A Preferred Stock has no expiration date. Received in a reorganization merger with Science Applications International Corporation ("Old SAIC"). On the effective date of the merger, the closing price for SAIC, Inc.'s common stock (into which the Class A preferred shares will become convertible on a one-for-one basis) was $18.11 per share; the securities of Old SAIC were not listed on any securities exchange. The option is exercisable according to the following annual vesting schedule: 20% in years 1, 2 and 3, and 40% in year 4. The date exercisable set forth above is the first anniversary of the date of grant of each option and represents the date on which the option first became exercisable with respect to 20% of the underlying shares in accordance with the aforementioned vesting schedule. Received in a reorganization merger with Old SAIC in exchange for an option to purchase shares of Old SAIC common stock. By: N. Walker, Attorney-in-fact 2006-10-17 -----END PRIVACY-ENHANCED MESSAGE-----