-----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, IdJBipSXLhniFhDy+Mx+RZPJ3VZxCxYyp+cJzifqu4lxLNkIlE33EDeQxBQsw599 SYPa9JrXSMxLfWU1W3FQsg== 0000864749-06-000004.txt : 20060131 0000864749-06-000004.hdr.sgml : 20060131 20060131211834 ACCESSION NUMBER: 0000864749-06-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060127 FILED AS OF DATE: 20060131 DATE AS OF CHANGE: 20060131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COOPER ROBERT S CENTRAL INDEX KEY: 0001198977 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14845 FILM NUMBER: 06567678 MAIL ADDRESS: STREET 1: 3033 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TRIMBLE NAVIGATION LTD /CA/ CENTRAL INDEX KEY: 0000864749 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942802192 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 749 NORTH MARY AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94085 BUSINESS PHONE: 4084818000 MAIL ADDRESS: STREET 1: 749 NORTH MARY AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94085 4 1 primary_doc.xml PRIMARY DOCUMENT X0202 4 2006-01-27 0 0000864749 TRIMBLE NAVIGATION LTD /CA/ TRMB 0001198977 COOPER ROBERT S C/O TRIMBLE NAVIGATION LTD 935 STEWART DRIVE SUNNYVALE CA 94085 1 0 0 0 Contract 2006-01-27 4 J 0 73500 A Common Stock 73500 73500 D On January 27, 2006, the Robert S. Cooper Revocable Trust u/d January 8, 2004 (the "Trust) entered into a Variable Prepaid Forward Agreement (the "Contract") with an unaffiliated third party (the "Counterparty") relating to 73,500 shares of Trimble Navigation Limited common stock ("Common Stock"). Pursuant to the terms of the Contract the Trust has received $2,470,921.57. Under the terms of the Contract, on September 1, 2007, or on an earlier date if the Contract is terminated early (the "Maturity Date"), the Trust has agreed to deliver shares of Common Stock to the Counterparty (or, at the election of the Trust, the cash equivalent of such shares) as follows:(i) if the closing price for the Common Stock on the Maturity Date (the "Final Price") is less than or equal to $40.093 per share, 73,500 shares; (ii) if the Final Price is less than or equal to $52.1209 per share, but greater then $40.093, then a number of shares of Common Stock equal to 73,500 times $40.093 divided by the Final Price; and (iii) if the Final Price is greater than $52,1209, then a number of share of Common Stock equal to 73,500 multiplied by a fraction, the numberator of which is the sum of $40.093 and the difference between the Final Price and $52.1209, and the denominator of which is the Final Price. In connection with the Contract, the Trust has pledged 73,500 shares of Common Stock to secure its obligation under the Contract. Irwin Kwatek as Attorney in Fact 2006-01-31 -----END PRIVACY-ENHANCED MESSAGE-----