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 |
|
|||||||||||||||
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)
|
2. Issuer Name and Ticker or Trading Symbol
ASPECT MEDICAL SYSTEMS INC [ ASPM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 06/18/2007 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
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 | 07/11/2007 | P | 6,094 | A | $14.98 | 1,620,129 | D | |||
Common Stock | 1,620,129 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/16/2007 | P | 116 | A | $15.13 | 1,620,245 | D | |||
Common Stock | 1,620,245 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/17/2007 | P | 3,445 | A | $15.1 | 1,623,690 | D | |||
Common Stock | 1,623,690 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/18/2007 | P | 8,300 | A | $15.02 | 1,631,990 | D | |||
Common Stock | 1,631,990 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/20/2007 | P | 41,087 | A | $14.95 | 1,673,077 | D | |||
Common Stock | 1,673,077 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/20/2007 | P | 31,744 | A | $15 | 1,704,821 | D | |||
Common Stock | 1,704,821 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/23/2007 | P | 12,001 | A | $14.99 | 1,716,822 | D | |||
Common Stock | 1,716,822 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/24/2007 | P | 16,456 | A | $14.83 | 1,733,278 | D | |||
Common Stock | 1,733,278 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/25/2007 | X(2) | 3,000 | A | $17.52 | 1,736,278 | D | |||
Common Stock | 1,736,278 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/25/2007 | P | 1,946 | A | $13.98 | 1,738,224 | D | |||
Common Stock | 1,738,224 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/26/2007 | P | 2,200 | A | $13.88 | 1,740,424 | D | |||
Common Stock | 1,740,424 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) | |||||||
Common Stock | 07/27/2007 | P | 1,825 | A | $13.54 | 1,742,249 | D | |||
Common Stock | 1,742,249 | I | By Coghill Capital Management LLC and Clint D. Coghill(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 | ||||||||
Short Put Options (Obligation to Buy) | $17.5 | 06/18/2007 | P | 425 | 06/18/2007 | 01/19/2008 | ASPM Common Stock | 42,500 | $2.72 | 1,127,446 | D | ||||
Short Put Options (Obligation to Buy) | $17.5 | 06/18/2007 | 01/19/2008 | ASPM Common Stock | 42,500 | 1,127,446 | I | By Coghill Capital Management, LLC and Clint d. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $17.5 | 07/25/2007 | X(2) | 30 | 07/25/2007 | 08/18/2007 | ASPM Common Stock | 3,000 | $0 | 1,124,446 | D | ||||
Short Put Options (Obligation to Buy) | $17.5 | 07/25/2007 | 08/18/2007 | ASPM Common Stock | 3,000 | 1,124,446 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/26/2007 | P | 50 | 07/26/2007 | 02/16/2008 | ASPM Common Stock | 5,000 | $2.04 | 1,129,446 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/26/2007 | 02/16/2008 | ASPM Common Stock | 5,000 | 1,129,446 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $12.5 | 07/27/2007 | P | 485 | 07/27/2007 | 11/17/2007 | ASPM Common Stock | 48,500 | $0.52 | 1,177,946 | D | ||||
Short Put Options (Obligation to Buy) | $12.5 | 07/27/2007 | 11/17/2007 | ASPM Common Stock | 48,500 | 1,177,946 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/27/2007 | P | 300 | 07/27/2007 | 02/16/2008 | ASPM Common Stock | 30,000 | $2.04 | 1,207,946 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/27/2007 | 02/16/2008 | ASPM Common Stock | 30,000 | 1,207,946 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/27/2007 | P | 180 | 07/27/2007 | 01/19/2008 | ASPM Common Stock | 18,000 | $2.04 | 1,225,946 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/27/2007 | 01/19/2008 | ASPM Common Stock | 18,000 | 1,225,946 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $12.5 | 07/27/2007 | P | 115 | 07/27/2007 | 01/19/2008 | ASPM Common Stock | 11,500 | $0.72 | 1,237,446 | D | ||||
Short Put Options (Obligation to Buy) | $12.5 | 07/27/2007 | 01/19/2008 | ASPM Common Stock | 11,500 | 1,237,446 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/30/2007 | P | 80 | 07/30/2007 | 02/16/2008 | ASPM Common Stock | 8,000 | $2.04 | 1,245,446 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/30/2007 | 02/16/2008 | ASPM Common Stock | 8,000 | 1,245,446 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $12.5 | 07/30/2007 | P | 645 | 07/30/2007 | 11/17/2007 | ASPM Common Stock | 64,500 | $0.48 | 1,309,946 | D | ||||
Short Put Options (Obligation to Buy) | $12.5 | 07/30/2007 | 11/17/2007 | ASPM Common Stock | 64,500 | 1,309,946 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $12.5 | 07/30/2007 | P | 1,694 | 07/30/2007 | 01/19/2008 | ASPM Common Stock | 169,400 | $0.65 | 1,479,346 | D | ||||
Short Put Options (Obligation to Buy) | $12.5 | 07/30/2007 | 01/19/2008 | ASPM Common Stock | 169,400 | 1,479,346 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/30/2007 | P | 300 | 07/30/2007 | 01/19/2008 | ASPM Common Stock | 30,000 | $1.87 | 1,509,346 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/30/2007 | 01/19/2008 | ASPM Common Stock | 30,000 | 1,509,346 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/31/2007 | P | 210 | 07/31/2007 | 01/19/2008 | ASPM Common Stock | 21,000 | $1.91 | 1,530,346 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/31/2007 | 01/19/2008 | ASPM Common Stock | 21,000 | 1,530,346 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Short Put Options (Obligation to Buy) | $15 | 07/31/2007 | P | 120 | 07/31/2007 | 02/16/2008 | ASPM Common Stock | 12,000 | $2.04 | 1,542,346 | D | ||||
Short Put Options (Obligation to Buy) | $15 | 07/31/2007 | 02/16/2008 | ASPM Common Stock | 12,000 | 1,542,346 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) | |||||||
Equity Swap | $13.61 | 07/31/2007 | P | 11,054(3) | 07/31/2007 | 02/28/2008 | ASPM Common Stock | 11,054 | $13.65 | 1,553,400 | D | ||||
Equity Swap | $13.61 | 07/31/2007 | 02/28/2008 | ASPM Common Stock | 11,054 | 1,553,400 | I | By Coghill Capital Management, LLC and Clint D. Coghill(1) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
|
Explanation of Responses: |
1. These securities may be deemed to be beneficially owned by Coghill Capital Management, L.L.C. ("CCM"), the investment manager of CCM Master Qualified Fund, Ltd. (the "Master Fund"). These securities may also be deemed to be beneficially owned by Clint Coghill, the President and majority owner of CCM. Each of CCM and Mr. Coghill disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
2. Transaction was not at the discretion of the Reporting Person, rather were the result of exercised written put options. |
3. Under the terms of these total return equity swap agreements (the "Swaps") (i) the Master Fund will be obligated to pay to the counterparty any capital depreciation of the reference shares as of maturity, plus interest, and (ii) the counterparty will be obligated to pay to the Master Fund any capital appreciation of the reference shares as of maturity. Any dividends received by the counterparty on the reference shares during the term of the Swaps will be paid to the Master Fund. All balances will be cash settled at maturity and there will be no transfer of voting or dispositive power over the reference shares. The conversion/exercise price listed represents the notational value per share upon which the Swaps are based. |
CCM Master Qualified Fund, Ltd., By: /s/ Clint D. Coghill, Director | 09/19/2007 | |
Coghill Capital Management, LLC, By: /s/ Clint D. Coghill, President | 09/19/2007 | |
/s/ Clint D. Coghill | 09/19/2007 | |
** 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. |