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*
JOHNSTON J TYLER

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DREYERS GRAND ICE CREAM INC [ DRYR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP - Marketing
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2003
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 06/26/2003 J(1) 1,250(1) D 0 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
Employee Stock Option (right to buy) 12.8125 06/26/2003 J(2) 11,000 08/08/1988(3) 03/07/2005 Common Stock 11,000 $0(2) 0 D
Employee Stock Option (right to buy) 19.3125 06/26/2003 J(2) 22,110 08/08/1988(3) 09/07/2005 Common Stock 22,110 $0(2) 0 D
Employee Stock Option (right to buy) 15.75 06/26/2003 J(2) 49,000 08/08/1988(3) 03/05/2006 Common Stock 49,000 $0(2) 0 D
Employee Stock Option (right to buy) 15.1914 06/26/2003 J(2) 40,000 08/08/1988(3) 03/04/2007 Common Stock 40,000 $0(2) 0 D
Employee Stock Option (right to buy) 22.875 06/26/2003 J(2) 18,200 08/08/1988(4) 03/03/2008 Common Stock 18,200 $0(2) 0 D
Employee Stock Option (right to buy) 22.875 06/26/2003 J(2) 10,800 08/08/1988(5) 03/03/2008 Common Stock 10,800 $0(2) 0 D
Employee Stock Option (right to buy) 12.375 06/26/2003 J(2) 55,800 08/08/1988(6) 02/23/2009 Common Stock 55,800 $0(2) 0 D
Employee Stock Option (right to buy) 17.3438 06/26/2003 J(2) 41,950 08/08/1988(7) 02/23/2010 Common Stock 41,950 $0(2) 0 D
Employee Stock Option (right to buy) 31.125 06/26/2003 J(2) 28,190 08/08/1988(8) 02/14/2011 Common Stock 28,190 $0(2) 0 D
Employee Stock Option (right to buy) 39.395 06/26/2003 J(2) 23,920 08/08/1988(8) 02/07/2012 Common Stock 23,920 $0(2) 0 D
Explanation of Responses:
1. Exchanged for 1,250 shares of Class A Callable Puttable Common Stock of Dreyer's Grand Ice Cream Holdings, Inc., having a value of $79.10 per share, pursuant to the terms of the Agreement and Plan of Merger and Contribution dated June 16, 2002, as amended among the Issuer, New December, Inc. (to be renamed Dreyer's Grand Ice Cream Holdings, Inc.), December Merger Sub, Inc., Nestlé Holdings, Inc. and NICC Holdings, Inc.
2. This option was assumed by Dreyer's Grand Ice Cream Holdings, Inc. and is now exercisable for the same number of shares of Class A Callable Puttable Common Stock of Dreyer's Grand Ice Cream Holdings, Inc. on the same terms.
3. This option is fully vested and exercisable.
4. 14,560 options are vested and exercisable. 3,640 options vest and will be exercisable as follows: 1/3 on June 26, 2004, 1/3 on June 26, 2005 and 1/3 on April 3, 2006.
5. 8,640 options are vested and exercisable. 2,160 options vest and will be exercisable as follows: 1/3 on December 1, 2003, 1/3 on December 1, 2004 and 1/3 on December 1, 2005.
6. 33,480 options are vested and exercisable. 22,320 options vest and will be exercisable as follows: 1/3 on June 26, 2004, 1/3 on June 26, 2005 and 1/3 on April 3, 2006.
7. 16,780 options are vested and exercisable. 25,170 options vest and will be exercisable as follows: 1/3 on June 26, 2004, 1/3 on June 26, 2005 and 1/3 on April 3, 2006.
8. This option vests and will be exercisable as follows: 1/3 on June 26, 2004, 1/3 on June 26, 2005 and 1/3 on April 3, 2006.
Vicki L. Randall, Authorized Signatory 06/26/2003
** Signature of Reporting Person Date
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