-----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, Hv2moANoh5pdq6MfSQ1vVL0bbxeloTyL5l8ty2CeOoCMYqssAX1drjhhVV72hfal 9+yKThiTZG3XiNpJbkyIlA== 0001209191-06-067292.txt : 20061229 0001209191-06-067292.hdr.sgml : 20061229 20061229093722 ACCESSION NUMBER: 0001209191-06-067292 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061228 FILED AS OF DATE: 20061229 DATE AS OF CHANGE: 20061229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NOONAN JACK CENTRAL INDEX KEY: 0001205346 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22194 FILM NUMBER: 061304131 BUSINESS ADDRESS: BUSINESS PHONE: (312) 696-6000 MAIL ADDRESS: STREET 1: C/O SPSS STREET 2: 233 S WACKER DRIVE 11TH FLOOR CITY: CHICAGO STATE: IL ZIP: 60606 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SPSS INC CENTRAL INDEX KEY: 0000869570 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 362815480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 233 S WACKER DR CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3123292400 MAIL ADDRESS: STREET 1: 233 SOUTH WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-12-28 0 0000869570 SPSS INC SPSS 0001205346 NOONAN JACK 233 S. WACKER DRIVE 11TH FLOOR CHICAGO IL 60606 1 1 0 0 President and CEO Employee Stock Option 20.625 2006-12-28 4 D 0 925 D 2002-01-02 2011-01-01 Common Stock 925 49075 D Employee Stock Option (Right to Buy) 21.59 2006-12-28 4 A 0 925 A 2002-01-02 2011-01-01 Common Stock 925 925 D Employee Stock Option (Right to Buy) 14.599 2006-12-28 4 D 0 36351 D 2003-02-02 2013-01-01 Common Stock 36351 33649 D Employee Stock Option (Right to Buy) 14.759 2006-12-28 4 A 0 36351 A 2003-02-02 2013-01-01 Common Stock 36351 36351 D The reported transaction involved the repricing of a portion of an existing option to increase the exercise price. The other terms of the option remain unchanged. These options were initially granted with seven-year cliff-vesting subject to acceleration if the SPSS Board of Directors determined that certain performance criteria were achieved for the year ended December 31, 2001. The SPSS Board of Directors determined that the performance criteria were achieved, and vesting was accelerated such that the vesting schedule is as follows: 25% of the total options become exercisable on the first anniversary of the applicable vesting commencement date, an additional 2.09% become exercisable at the conclusion of each month of the second, third and fourth years following the vesting commencement date other than the final month of the fourth year, and an additional 1.85% become exercisable at the conclusion of the final month of the fourth year following the vesting commencement date. The Employee Stock Option was granted to the Reporting Person, and was not sold to the Reporting Person. As such, the Reporting Person did not pay any consideration for the Employee Stock Option. These options are subject to a four-year vesting schedule, under which 2.09% of the total options become exercisable at the conclusion of the first month following the vesting commencement date, and an additional 2.09% become exercisable at the conclusion of each month thereafter throughout the first, second, third and fourth years following the vesting commencement date. /s/ Jack Noonan 2006-12-28 -----END PRIVACY-ENHANCED MESSAGE-----