-----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, BsYj2jSFOdzhZiLHi5tSj8NoouAlY9XPGNQ133fasEaL0wxrHk+wUe+UHKUNzTRR ttkUnJd+QrHB3ITPd1D2Gw== 0001209191-03-007019.txt : 20030609 0001209191-03-007019.hdr.sgml : 20030609 20030609153741 ACCESSION NUMBER: 0001209191-03-007019 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030606 FILED AS OF DATE: 20030609 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX CORP CENTRAL INDEX KEY: 0000018532 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 750778259 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 2728 N HARWOOD STREET 2: - CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-981-5000 MAIL ADDRESS: STREET 1: PO BOX 199000 STREET 2: - CITY: DALLAS STATE: TX ZIP: 75219 FORMER COMPANY: FORMER CONFORMED NAME: CENTEX CONSTRUCTION CO INC DATE OF NAME CHANGE: 19681211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DECKER RICHARD C CENTRAL INDEX KEY: 0001060299 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06776 FILM NUMBER: 03737484 BUSINESS ADDRESS: STREET 1: C/O CENTEX CORP STREET 2: 2728 N. HARWOOD, PO BOX 199000 CITY: DALLAS STATE: TX ZIP: 75219-9000 BUSINESS PHONE: 2149815000 MAIL ADDRESS: STREET 1: C/O CENTEX CORP STREET 2: 2728 N. HARWOOD, PO BOX 199000 CITY: DALLAS STATE: TX ZIP: 75219-9000 4 1 doc4.xml FORM 4 SUBMISSION X0101 42003-06-06 0000018532 CENTEX CORP ctx 0001060299 DECKER RICHARD C 0100President, Commercial DivisionWarrants to Purchase Units (2)2003-06-064M00.05813.375A0DWarrnats to Purchase Units (2)2003-06-064S00.05883.298A0DNon-qualified stock option13.3752003-06-064M00.0580A1998-07-262006-07-26Warrants to purchase units0.0580D3333 Development Corporation trades in tandem with Centex Corporation (ctx) - -Pursuant to a Nominee Agreement dated November 30, 1987 (as amended, the "Nominee Agreement"), each person who is the beneficial owner of shares of Centex Corporation ("Centex") common stock is also the beneficial owner of an undivided interest in 900 warrants (the "Warrants") to purchase Class B units of limited partnership interest in Centex Development Company, L.P. ("CDC") at an exercise price of $500 per Class B unit, which Warrants are held of record by J.P. Morgan Chase Bank as successor nominee. Each beneficial owner's proportionate interest in the Warrants is equal to the number of shares of Centex common stock that he owns divided by the total number of shaes of Centex common stock outstanding from time to time. continuation Footnote 1 The exercise price for the Warrants will be determined at the time they become exercisable based on the number of Warrants that are then exercisable, the manner in which the Warrants are subdivided at the discretion of the general partner of CDC and the number of shares of Cerntex common stock outstanding at that time. The Warrants will be exercisable for a 90-day period commencing on a date to be specified after their detachment. Unless sooner detached, the Warrants will be detached on November 30, 2007, unless such date is extended by a vote of the Centex stockholders. Until the Nominee Agreement is terminated with respect to the Warrants and certificates evidencing the Warrants are issued in the name of the beneficial owners thereof, Richard C. Decker has no right to obtain a certificate evidencing his beneficial interest in the Warrants or to dispose of the Warrants separate from Centex common stock.-Computation set forth in this form have been made using 62,380,365 shares of Centex common stock outstanding as of the close of buisness on June 6, 2003 - -All price per share information is quoted as price per share of Centex common stock. Referenced Footnotes (1) The reporting person's title is that for 3333 Development Corporation, the general partner of CDC (2) "Units" is defined as Class B Limited Partnership Units (3) Shares vest over six years at a rate of 20% per year, beginning on the second anniversary date of the date of grantRichard J. Ressler - POA Richard C. Decker2003-06-09 EX-24.4_4887 3 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned's hereby makes, constitutes and appoints ________ as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of __________________, a _________ corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act"); (2) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for an on behalf of he undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney. This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this _______ day of ___________, ___________. _________________________________ Signature _________________________________ Print Name STATE OF COUNTY OF On this ___________ day of ____________, ______________, ________________ personally appeared before me, and acknowledged that s/he executed the foregoing instrument for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. _________________________________ Notary Public _________________________________ My Commission Expires: -----END PRIVACY-ENHANCED MESSAGE-----