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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 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. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 | 08/22/2008 | A | 3,857 (1) | (2) | (2) | Common Stock | 3,857 (1) | $ 0 | 3,857 (1) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Chapman Robert L JR CHAPMAN CAPITAL L.L.C. 1007 N. SEPULVEDA BLVD. #129 MANHATTAN BEACH, CA 90267 |
X | X |
Robert L. Chapman, Jr. | 08/26/2008 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On August 25, 2008, EDCI Holdings, Inc. ("EDCI Holdings") became the successor of Entertainment Distribution Company, Inc. ("EDCI") pursuant to a reorganization and merger wherein each ten shares of EDCI's common stock were exchanged for one share of EDCI Holdings' common stock. The reorganization and merger resulted in EDCI Holdings becoming a parent holding company of EDCI. The figures in Table II reflect the Reporting Person's interests in derivative securities of EDCI Holdings. |
(2) | These restricted stock units are payable in common stock as follows: one-third of the units are payable each year from the original grant dates. |
Remarks: May be deemed to be a member of Section 13(d) "group" owning more than 10% of the issuer's common stock; disclaims benefifical ownership for purposes of Section 13(d) of the Act of shares of such common stock except to the extent reported herein. See Exhibit A - Joint Flier Information on Chapman Capital EDCI Schedule 13D dated June 18, 2007. |