-----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, GLilcgyb7TrhBDlrBr/nGhs3EuGMiPROvD3Vglsrx5OJhYe+HI09c+fFySsCbSud TttJDMxSYt+zWJpL+d9l8g== 0000806085-06-000142.txt : 20061201 0000806085-06-000142.hdr.sgml : 20061201 20061201191911 ACCESSION NUMBER: 0000806085-06-000142 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061130 FILED AS OF DATE: 20061201 DATE AS OF CHANGE: 20061201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RUSSO THOMAS A CENTRAL INDEX KEY: 0001227438 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09466 FILM NUMBER: 061252465 BUSINESS ADDRESS: BUSINESS PHONE: 212 526 0858 MAIL ADDRESS: STREET 1: C/O LEHMAN BROTHERS HOLDINGS INC. STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS HOLDINGS INC CENTRAL INDEX KEY: 0000806085 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 133216325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON HOLDINGS INC DATE OF NAME CHANGE: 19901017 4 1 doc.xml PRIMARY DOCUMENT X0202 4 2006-11-30 0000806085 LEHMAN BROTHERS HOLDINGS INC LEH 0001227438 RUSSO THOMAS A LEHMAN BROTHERS 745 SEVENTH AVENUE NEW YORK NY 10019 0 1 0 0 Chief Legal Officer Common Stock 2006-11-30 4 M 0 2369 0 A 58829 D Common Stock 2006-11-30 4 M 0 64198 0 A 123027 D Common Stock 2006-11-30 4 M 0 27623 0 A 150650 D Common Stock 2006-11-30 4 M 0 22333 0 A 172983 D Common Stock 2006-11-30 4 M 0 824 0 A 173807 D Common Stock 2006-11-30 4 M 0 13741 0 A 187548 D Common Stock 2006-11-30 4 F 0 62700 73.67 D 124848 D 1996-1997 Performance Stock Units 0 2006-11-30 4 A 0 445990 0 A Common Stock 445990 445990 D 2001 Performance Stock Units 0 2006-11-30 4 M 0 22333 0 D Common Stock 22333 44666 D 2001 PSU Dividend 0 2006-11-30 4 A 0 414 0 A Common Stock 414 824 D 2001 PSU Dividend 0 2006-11-30 4 M 0 824 0 D Common Stock 824 0 D 2001 Restricted Stock Units 0 2006-11-30 4 M 0 64198 0 D Common Stock 64198 0 D 2001 RSU Dividend 0 2006-11-30 4 A 0 1976 0 A Common Stock 1976 2369 D 2001 RSU Dividend 0 2006-11-30 4 M 0 2369 0 D Common Stock 2369 0 D 2002 Performance Stock Units 0 2006-11-30 4 M 0 13741 0 D Common Stock 13741 26666 D 2003 Performance Stock Units 0 2006-11-30 4 M 0 27623 0 D Common Stock 27623 54000 D Pursuant to their terms, the 2001 Restricted Stock Units converted to freely transferable Common Stock on November 30, 2006. Pursuant to their terms, a one-third increment of the 2001 Performance Stock Units, 2002 Performance Stock Units and 2003 Performance Stock Units converted to freely transferable Common Stock on November 30, 2006. Total of all Restricted Stock Units received to date as dividends on the related Restricted Stock Unit award. Performance Stock Units which were previously earned and reported as 2001 Performance Stock Units, 2002 Performance Stock Units and 2003 Performance Stock Units, all of which were granted in the form of Restricted Stock Units, vest and convert to Common Stock in one-third increments on November 30 in each of 2006, 2007 and 2008. This one-third increment converted to freely transferable Common Stock on November 30, 2006. Total includes additional amounts received to date pursuant to dividend reinvestment. Restricted Stock Units which were previously earned and reported converted to freely transferable Common Stock on November 30, 2006. Dividends paid on various dates. Total of all Performance Stock Units received to date as dividends on the related Performance Stock Unit award. On November 30, 2006, with the approval of the Compensation and Benefits Committee, the Reporting Person agreed to the modification of the vesting terms of the 1996-1997 Performance Stock Units as described herein rather than payment following a change in control or under such other circumstances as the Compensation and Benefits Committee might determine. Applicable taxes due upon conversion of Restricted Stock Units and Performance Stock Units paid by withholding of shares. The modified 1996-1997 Performance Stock Units will vest in ten equal annual installments from 2007 to 2016 with each year's annual installment vesting on November 30th of such year provided the Reporting Person continues to be an employee on the vesting date of such installment. Vested installments will remain subject to forfeiture for detrimental behavior for two years, after which time they will convert to Common Stock and be issued to the Reporting Person. Jeffrey A. Welikson, Attorney-in-fact 2006-12-01 -----END PRIVACY-ENHANCED MESSAGE-----