Answerthink Inc - Statement of Changes in Beneficial Ownership (4)
February 25 2008 - 3:33PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
DUNGAN DAVID N
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2. Issuer Name
and
Ticker or Trading Symbol
ANSWERTHINK INC
[
HCKT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Vice Chairman and COO
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(Last)
(First)
(Middle)
C/O THE HACKETT GROUP, INC., 1001 BRICKELL BAY DRIVE, SUITE 3000
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/11/2008
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(Street)
MIAMI, FL 33131
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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2/11/2008
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M
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18750
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A
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$0
(1)
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315058
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D
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Common Stock
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2/11/2008
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F
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6806
(2)
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D
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$3.60
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308252
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D
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Common Stock
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2/17/2008
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M
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25941
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A
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$0
(1)
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334193
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D
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Common Stock
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2/17/2008
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F
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8418
(2)
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D
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$3.65
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325775
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D
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Common Stock
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191150
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I
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By DJD Family Limited Partnership
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Common Stock
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757716
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I
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By Jeanine G. Dungan Trust Dated August 5, 1998
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Unit
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$0
(1)
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2/11/2008
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M
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18750
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(3)
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(5)
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Common Stock
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18750
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$0
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18750
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D
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Restricted Stock Unit
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$0
(1)
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2/17/2008
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M
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25941
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(4)
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(5)
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Common Stock
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25941
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$0
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25941
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D
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Explanation of Responses:
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(
1)
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Upon vesting of the restricted stock units, the reporting person receives shares of common stock on a one-for-one basis.
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(
2)
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These shares of common stock were withheld by the issuer to satisfy tax withholding and were not the subject of open market sales.
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(
3)
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The restricted stock units vested with respect to 50% of the units on February 11, 2007 and with respect to 25% of the units on February 11, 2008, and the remaining 25% of the units will vest on the fourth anniversary of the grant date.
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(
4)
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The restricted stock units vested with respect to 1/3 of the units on February 17, 2007 and with respect to 1/3 of the units on February 17, 2008 and the remaining 1/3 of the units will vest on February 17, 2009.
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(
5)
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The restricted stock units have no expiration date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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DUNGAN DAVID N
C/O THE HACKETT GROUP, INC.
1001 BRICKELL BAY DRIVE, SUITE 3000
MIAMI, FL 33131
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X
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Vice Chairman and COO
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Signatures
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/s/ Frank A. Zomerfeld, Attorney-in-Fact
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2/25/2008
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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