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FORM 4
[ ] Check this box if no longer
subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
Winjum, Stephen J.
(Last) (First) (Middle)
980 N. Michigan Avenue
Suite 1620
(Street)
Chicago, IL 60611
(City) (State) (Zip)
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2. Issuer Name and Ticker or Trading Symbol NovaMed Eyecare, Inc.
NOVA 3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) |
4. Statement for (Month/Day/Year 03/21/2003
5. If Amendment, Date of Original (Month/Day/Year) |
6. Relationship of Reporting Person(s) to Issuer
(Check all applicable) X Director
10% Owner
X Officer (give title below)
Other (specify below)
Description
President and CEO
7. 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) |
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. Owner-
ship Form: Direct (D) or Indirect (I) (Instr. 4) |
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/D
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Price
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Common Stock
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$
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878,100
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D
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security
(Instr. 3) |
2. Conver-
sion or Exercise Price of Deri- vative 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(DE) and
Expiration Date(ED) (Month/Day/Year) |
7. Title and Amount of
Underlying Securities (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. Owner- ship Form of Deriv- ative Securities: Direct (D) or Indirect (I) (Instr.4) |
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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DE
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ED
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Title
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Amount or Number of Shares
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| Stock Option (right to buy) | $1.25 | 08/21/1995 |
A
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240,000 |
(1)
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08/21/2005
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Common Stock
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240,000
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$
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D
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|||
| Stock Option (right to buy) | $1.88 | 01/27/1997 |
A
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700,000 |
(2)
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01/27/2007
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Common Stock
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700,000
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$
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D
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|||
| Stock Option (right to buy) | $3.50 | 02/01/1998 |
A
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50,000 |
(3)
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02/01/2008
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Common Stock
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50,000
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$
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D
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| Stock Option (right to buy) | $5.00 | 02/17/1999 |
A
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100,000 |
(4)
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02/17/2009
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Common Stock
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100,000
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$
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D
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|||
| Stock Option (right to buy) | $12.00 | 03/09/2000 |
A
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120,000 |
(5)
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03/09/2010
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Common Stock
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120,000
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$
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D
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|||
| Stock Option (right to buy) | $1.75 | 04/20/2001 |
A
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325,000 |
(6)
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04/20/2011
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Common Stock
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325,000
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$
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D
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| Stock Option (right to buy) | $0.78 | 04/02/2002 |
A
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240,000 |
(7)
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04/02/2012
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Common Stock
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240,000
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$
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D
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| Stock Option (right to buy) | $1.27 | 03/21/2003 |
A
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175,000 |
(8)
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03/21/2013
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Common Stock
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175,000
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$
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D
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Explanation of Responses:
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(1) Subject to certain restrictions, 40,000 of these options vested on 2/21/96, with the remainder vesting 6,666 per month starting on 3/21/96.
(2) Subject to certain restrictions, 87,500 of these options vested on 7/27/97, with the remainder vesting 14,583 per month starting on 8/27/97. (3) Subject to certain restrictions, 6,250 of these options vested on 8/1/98, with the remainder vesting 1,041 per month starting on 9/1/98. (4) Subject to certain restrictions, 12,500 of these options vested on 8/17/99 with the remainder vesting 2,083 per month starting on 9/17/99; all such options became fully vested upon completion of an initial public offering. (5) Subject to certain restrictions, 15,000 of these options vested on 9/8/00, with the remainder vesting 2,500 per month starting on 10/8/00. (6) Subject to certain restrictions, 40,625 of these options vested on 10/19/01, with the remainder vesting 6,770 per month starting on 11/19/01. (7) Subject to certain restrictions, 30,000 of these options vested on 10/1/02, with the remainder vesting 5,000 per month starting on 11/2/02. (8) Subject to certain restrictions, 21,875 of these options will vest on September 20, 2003, with the remainder vesting 3,645 per month starting on October 21, 2003. |
| By: | Date: |
| /s/ STEPHEN J. WINJUM | 03/25/2003 |
| STEPHEN J. WINJUM | |
| ** Signature of Reporting Person | SEC 1474 (9-02) |
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. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |