-----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, HOALHaVtixIsb57pwVBcw0BROgIp1UJ7z21Krbcc8+fiWXFkbCAtLJd8Cf5P4T0m rdI14r2KKWRMgjsHcnFmMw== 0000050341-04-000089.txt : 20040402 0000050341-04-000089.hdr.sgml : 20040402 20040402140452 ACCESSION NUMBER: 0000050341-04-000089 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040401 FILED AS OF DATE: 20040402 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FLEETBOSTON FINANCIAL CORP CENTRAL INDEX KEY: 0000050341 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 050341324 STATE OF INCORPORATION: RI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 FEDERAL STREET CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6174342200 MAIL ADDRESS: STREET 1: 100 FEDERAL STREET CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: FLEET BOSTON CORP DATE OF NAME CHANGE: 19991001 FORMER COMPANY: FORMER CONFORMED NAME: FLEET NORSTAR FINANCIAL GROUP INC DATE OF NAME CHANGE: 19920525 FORMER COMPANY: FORMER CONFORMED NAME: FLEET FINANCIAL GROUP INC DATE OF NAME CHANGE: 19880110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COUNTRYMAN GARY L CENTRAL INDEX KEY: 0001166518 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06366 FILM NUMBER: 04712956 BUSINESS ADDRESS: STREET 1: NEIMAN MARCUS GROUP INC STREET 2: 1618 MAIN ST CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2147437600 MAIL ADDRESS: STREET 1: NEIMAN MARCUS GROUP INC STREET 2: 1618 MAIN ST CITY: DALLAS STATE: TX ZIP: 75201 4 1 edgar.xml PRIMARY DOCUMENT X0201 4 2004-04-01 1 0000050341 FLEETBOSTON FINANCIAL CORP FBF 0001166518 COUNTRYMAN GARY L LIBERTY MUTUAL INSURANCE CO. 175 BERKELEY STREET BOSTON MA 02117 1 0 0 0 Common Stock 2004-04-01 4 D 0 7884 D 0 D Stk Units 2004-04-01 4 D 0 8814.9594 D Common Stk 8814.9594 0 D Stk Units 2004-04-01 4 D 0 340.547 D Common Stk 340.547 0 D Stk Units 2004-04-01 4 D 0 11713.1325 D Common Stk 11713.1325 0 D Dir Stk Option 28.39 2004-04-01 4 D 0 2368 D 1999-10-01 2007-04-01 Common Stk 2368 0 D Dir Stk Option 47.02 2004-04-01 4 D 0 2368 D 1999-10-01 2008-04-23 Common Stk 2368 0 D Dir Stk Option 42.17 2004-04-01 4 D 0 2368 D 1999-10-01 2009-04-22 Common Stk 2368 0 D Disposed of pursuant to the merger agreement between the FleetBoston Financial Corporation ("FleetBoston") and Bank of America Corporation ("Bank of America"). Each share was exchanged for .5553 of a share of Bank of America common stock having a market value of $81.47 per share on the effective date of the merger of FleetBoston with Bank of America (the "Merger"). Stock units held under the FleetBoston Directors Deferred Compensation and Stock Unit Plan. These stock units, which were payable 1 to 1 in shares of FleetBoston common stock following reporting person's ceasing to be a director of FleetBoston, were assumed by Bank of America in the Merger and replaced by Bank of America stock units. The number of shares subject to each new Bank of America stock unit is equal to the number of shares subject to each FleetBoston stock unit held immediately prior to the effective date of the Merger multiplied by .5553 (rounded to the nearest whole share). Stock units held under the BankBoston Director Stock Award Plan. Stock units held under the BankBoston Retirement Benefits Exchange Program. Right to buy. These options were assumed by Bank of America in the Merger and replaced by options to purchase Bank of America common stock. The number of shares subject to each new Bank of America option is equal to the number of shares subject to each FleetBoston option held immediately prior to the effective date of the Merger multiplied by .5553 (rounded to the nearest whole share), and the exercise price of each new Bank of America option is equal to the exercise price of each FleetBoston option divided by .5553 (rounded to the nearest whole cent). Martha R. Francis, Attorney-in-Fact for Gary L. Countryman 2004-04-02 -----END PRIVACY-ENHANCED MESSAGE-----