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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HANGER ORTHOPEDIC GROUP INC [ HGR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/14/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 03/06/2007 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 03/06/2007 | M | 5,000 | A | $8.75 | 46,586(1) | D | |||
Common Stock | 750 | I | By IRA |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Non-Qualified Stock Option | $8.75 | 03/06/2007 | M | 5,000 | 06/06/1998 | 06/06/2007 | Common Stock | 5,000 | $0 | 0 | D | ||||
Non-Qualified Stock Option | $18.625 | 05/22/1999 | 05/22/2008 | Common Stock | 5,000 | 5,000 | D | ||||||||
Non-Qualified Stock Option | $14 | 09/21/2000 | 09/21/2009 | Common Stock | 5,000 | 5,000 | D | ||||||||
Non-Qualified Stock Option | $5.1875 | 05/19/2001 | 05/19/2010 | Common Stock | 5,000 | 5,000 | D | ||||||||
Non-Qualified Stock Option | $1.65 | 06/05/2002(2) | 06/05/2011 | Common Stock | 5,000 | 5,000 | D | ||||||||
Non-Qualified Stock Option | $14 | 06/04/2003(2) | 06/04/2012 | Common Stock | 5,000 | 5,000 | D | ||||||||
Non-Qualified Stock Option | $11.21 | 06/04/2004(3) | 06/04/2013 | Common Stock | 5,535 | 5,535 | D | ||||||||
Non-Qualified Stock Option | $16.1 | 05/07/2005(3) | 05/07/2014 | Common Stock | 5,373 | 5,373 | D | ||||||||
Non-Qualified Stock Option | $5.09 | 05/18/2006(3) | 05/18/2015 | Common Stock | 7,947 | 7,947 | D |
Explanation of Responses: |
1. This Amended Form 4 is being filed to correct the erroneous reporting on the reporting person's Form 4 filed on March 6, 2007 of a sale of 5,000 shares of common stock by the reporting person at a sale price of $10.9301 per share. On such date, the reporting person acquired 5,000 shares of common stock as a result of the reporting person's exercise of certain Non-Qualified Stock Options, but no corresponding sale of shares was consummated. Accordingly, this Amended Form 4 removes reference to such sale from Table I. As a result of the error being corrected by this Amended Form 4, the total amount of securities beneficially owned following the reported transaction(s) reported in Table I of each of those Forms 4 filed by the reporting person subsequent to March 6, 2007 and prior to the date hereof is deficient by a total of 5,000 shares of common stock. |
2. This option becomes exercisable to the extent of 25% on the above date and is cumulatively exercisable to the extent of 25% each year thereafter. |
3. This option becomes exercisable to the extent of one-third on the above date and is cumulatively exercisable to the extent of one-third each year thereafter. |
/s/ Teri L. Champ, Attorney-in-Fact for Thomas P. Cooper | 05/14/2010 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |