-----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, QM4w8aI2+PKB+EZ2IiAK0QveLrR6Vilo6IOZcpflmo78BOx/6eSd9G5XCQBQsI1t 3ZsUwDVUBwOGAEP4u9IIwg== 0000050341-04-000103.txt : 20040402 0000050341-04-000103.hdr.sgml : 20040402 20040402141407 ACCESSION NUMBER: 0000050341-04-000103 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: MURRAY TERRENCE CENTRAL INDEX KEY: 0001196361 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06366 FILM NUMBER: 04713022 MAIL ADDRESS: STREET 1: FLEETBOSTON FINANCIAL CORP STREET 2: 100 FEDERAL ST CITY: BOSTON STATE: MA ZIP: 02110 4 1 edgar.xml PRIMARY DOCUMENT X0201 4 2004-04-01 1 0000050341 FLEETBOSTON FINANCIAL CORP FBF 0001196361 MURRAY TERRENCE FLEETBOSTON FINANCIAL CORPORATION 100 FEDERAL STREET BOSTON MA 02110 1 0 0 0 Common Stock 2004-04-01 4 D 0 98941.4184 D 0 D Common Stock 2004-04-01 4 D 0 141474 D 0 I By Trust Common Stock 2004-04-01 4 D 0 12035 D 0 I Murray & Young Assoc. L.L.C. Stk Units 2004-04-01 4 D 0 3140.4152 D Common Stk 3140.4152 0 D Stk Units 2004-04-01 4 D 0 1650000 D 2001-08-01 2005-12-31 Common Stk 1650000 0 D Emp Stk Option 27.53 2004-04-01 4 D 0 500000 D 2001-03-03 2010-03-02 Common Stk 500000 0 D Emp Stk Option 38.94 2004-04-01 4 D 0 500000 D 2001-10-01 2010-09-30 Common Stk 500000 0 D Emp Stk Option 36.38 2004-04-01 4 D 0 500000 D 2002-10-01 2011-09-30 Common Stk 500000 0 D Disposed of pursuant to the merger agreement between 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). These stock units, which represented the right to receive a cash payment per unit equal to the difference between the exercise price per unit and the value per share of FleetBoston common stock on the exercise date, 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), and the exercise price of each new Bank of America stock unit is equal to the exercise price of each FleetBoston stock unit divided by .5553 (rounded to the nearest whole cent). 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 Terrence Murray 2004-04-02 -----END PRIVACY-ENHANCED MESSAGE-----