-----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, WluByEW3AgVVXOEgKfaMT3jjttGwoD0zucWhBcTEcyCqbag/QfjFQQw/6uroziPL umfioSq4sofyS08/1PgtqQ== 0000790705-10-000108.txt : 20100322 0000790705-10-000108.hdr.sgml : 20100322 20100319213750 ACCESSION NUMBER: 0000790705-10-000108 CONFORMED SUBMISSION TYPE: 144/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100322 DATE AS OF CHANGE: 20100319 REPORTING-OWNER: COMPANY DATA: COMPANY CONFORMED NAME: Claudy Wolrad CENTRAL INDEX KEY: 0001435316 RELATIONSHIP: OFFICER FILING VALUES: FORM TYPE: 144/A MAIL ADDRESS: STREET 1: C/O TEKELEC STREET 2: 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TEKELEC CENTRAL INDEX KEY: 0000790705 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 952746131 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 144/A SEC ACT: 1933 Act SEC FILE NUMBER: 000-15135 FILM NUMBER: 10695390 BUSINESS ADDRESS: STREET 1: 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 BUSINESS PHONE: 919-460-5500 MAIL ADDRESS: STREET 1: 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 144/A 1 form144claudy31610.txt FORM 144A WOLRAD CLAUDY 3-19-10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0101 Expires: March 31, 2011 Estimated average burden hours per response 2.0 FORM 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 SEC USE ONLY DOCUMENT SEQUENCE NO. CUSIP NUMBER WORK LOCATION NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker. 1(a) NAME OF ISSUER (Please type or print) Tekelec (b) IRS IDENT. NO. 95-2746131 (c) S.E.C. FILE NO. 000-15135 1(d) ADDRESS OF ISSUER: 5200 Paramount Parkway Morrisville NC 27560 (e) TELEPHONE NUMBER: 919-460-5500 2(a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD Wolrad Claudy (b) RELATIONSHIP TO ISSUER: Officer (c) ADDRESS: c/o Tekelec, 5200 Paramount Parkway, Morrisville, NC 27560 INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number. 3(a) Title of the Class of Securities To Be Sold Common Stock (b) Name and Address of Each Broker Through Whom the Securities are to be Offered or Each Market Maker who is Acquiring the Securities E*Trade Financial 4005 Windward Plaza Drive Alpharetta, GA 30005 SEC USE ONLY Broker-Dealer File Number: (c) Number of Shares or Other Units To Be Sold: 18,886 (d) Aggregate Market Value: $347,502.40 (03/15/2010) (e) Number of Shares or Other Units Outstanding: 67,439,020 (f) Approximate Date of Sale: 03/16/2010 (g) Name of Each Securities Exchange: NASDAQ INSTRUCTIONS: 1. (a) Name of issuer (b) Issuer's I.R.S. Identification Number (c) Issuer's S.E.C. file number, if any (d) Issuer's address, including zip code (e) Issuer's telephone number, including area code 2. (a) Name of person for whose account the securities are to be sold (b) Such person's relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing) (c) Such person's address, including zip code 3. (a) Title of the class of securities to be sold (b) Name and address of each broker through whom the securities are intended to be sold (c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount) (d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice (e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer (f) Approximate date on which the securities are to be sold (g) Name of each securities exchange, if any, on which the securities are intended to be sold TABLE I - SECURITIES TO BE SOLD Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor: Title of the Class: Common Stock Date you Acquired: 03/16/10 Nature of Acquisition Transaction: Exercised Stock Options (1) Name of Person from Whom Acquired (if gift, also give date donor acquired): Issuer Amount of Securities Acquired: 17,500 Date of Payment: 03/16/10 Nature of Payment: Cash Title of the Class: Common Stock Date you Acquired: 03/16/10 Nature of Acquisition Transaction: Exercise of Share Appreciation Rights (Remark #1) Name of Person from Whom Acquired (if gift, also give date donor acquired): Issuer Amount of Securities Acquired: 1,386 Date of Payment: (Remark #2) Nature of Payment: (Remark #2) INSTRUCTIONS: If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor: Name and Address of Seller: Wolrad Claudy c/o Tekelec 5200 Paramount Parkway Morrisville, NC 27650 Title of Securities Sold: Common Stock Date of Sale: 02/19/10 Amount of Securities Sold: 5,000 Gross Proceeds: $84,109.50 REMARKS: (1) Shares acquired are registered under a Registration Statement on Form S-8. Cashless exercise pursuant to which price of shares acquired was paid from sale of certain such shares. (2)The shares were acquired upon exercise of share appreciation rights granted under the Issuer's Amended and Restated 2004 Equity Incentive Plan; no cash payment was required. Amendment to Form 144 dated 03/16/10. This Amendment is being filed to correct (i) the Number of Shares To Be Sold and the Aggregate Market Value on Side 1, Items 3(c) and 3(d); and (ii) the Amount of Securities Acquired on Side 2, Table I, Line 2. INSTRUCTIONS: See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. ATTENTION: The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If each person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by singing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date. DATE OF NOTICE: March 19, 2010 /s/ Wolrad Claudy ____________________ Wolrad Claudy (SIGNATURE) DATE OF PLAN ADOPTION OR GIVING OF INSTRUCTION, IF RELYING ON RULE 10B5-1: The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures. ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001) SM01DOCS\667695.1 SEC 1147 (08-07) Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SM01DOCS667695.1 SEC 1147 (04-07) -----END PRIVACY-ENHANCED MESSAGE-----