- Statement of Changes in Beneficial Ownership (4)
December 01 2008 - 8:07PM
Edgar (US Regulatory)
FORM 4
[
X
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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
*
Mobed Rohinton
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2. Issuer Name
and
Ticker or Trading Symbol
IHS Inc.
[
IHS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Co-President and Co-COO
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(Last)
(First)
(Middle)
C/O IHS INC., 15 INVERNESS WAY EAST
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/30/2008
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(Street)
ENGLEWOOD, CO 80112
(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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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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Employee Stock Option (right to buy)
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$30.80
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11/30/2008
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D
(1)
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49500
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(1)
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2/28/2009
(2)
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Class A Common Stock
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49500
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(1)
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0
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D
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Employee Stock Option (right to buy)
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$30.80
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11/30/2008
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A
(1)
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49500
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11/30/2008
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8/31/2009
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Class A Common Stock
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49500
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(1)
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49500
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D
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Employee Stock Option (right to buy)
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$37.65
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11/30/2008
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D
(3)
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12500
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(3)
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2/28/2009
(2)
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Class A Common Stock
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12500
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(3)
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0
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D
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Employee Stock Option (right to buy)
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$37.65
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11/30/2008
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A
(3)
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12500
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11/30/2008
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8/31/2009
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Class A Common Stock
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12500
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(3)
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12500
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D
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Explanation of Responses:
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(
1)
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The two reported transactions involved the amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on July 24, 2006 and provided for vesting on July 24, 2010. The exercise price was not amended or adjusted since the original grant date
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(
2)
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The option as originally granted provided for an eight-year term and provided for an option exercise period of three months following termination, so long as the option exercise period did not exceed the original eight-year term. The termination date for the reporting person is November 30, 2008.
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(
3)
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The reported transactions involved the amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on January 29, 2007 and provided that 1/3 of the total 12,500 option shares granted would vest on the first three anniversaries of the January 29, 2007 grant date. Immediately prior to the amendment of the outstanding option, 4,167 shares were vested and unexercised. The exercise price was not amended or adjusted since the original grant 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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Mobed Rohinton
C/O IHS INC.
15 INVERNESS WAY EAST
ENGLEWOOD, CO 80112
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Co-President and Co-COO
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Signatures
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s/ M. Sean Radcliffe, as Attorney-in-Fact for the Reporting Person
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12/1/2008
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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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