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FORM 4 U.S. SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL
WASHINGTON, D.C. 20549 OMB NUMBER: 3235-0362
[X] Check this box if no longer Expires: September 30, 1998
subject to Section 16. Form 4 Estimate average burden
or Form 5 obligations may hours per response..... 0.5
continue. See Instructions 1(b)
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(f) of the Investment Company Act of 1940
(Print or Type Responses)
1.Name and Address of Reporting Person* 2. Issuer Name and Ticker 6. Relationship of Reporting Person to Issuer
or Trading Symbol (Check all applicable)
Clemens James R. Mechanical Technology Incorporated (MKTY)
Director 10% Owner
----- -----
X Officer (give Other
(Last) (First) (Middle) 3. IRS or Social Security 4. Statement for ----- title below) ----- (specify
Number of Reporting Month/Year below)
1335 North Palcentia Avenue Person (voluntary) President, Ling Electronics Inc.(Subsidiary)
12/99 Vice President, Mechanical Technology, Inc.
until 10/21/99
--------------------------------
(Street) 5 If Amendment, 7. Individual or Joint/Group Filing
Date of Original (check Applicable Lines)
Fullerton, CA 92831 (Month/Year) X Form Filed by One Reporting Person
---
(City) (State) (Zip) Form Filed by More than One
--- Reporting Person
TABLE I NON-DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
1. Title of Security 2. Trans- 3. Trans- 4. Securities Acquired 5. Amount of 6. Owner- 7. Nature
(Instr. 3) action action (A)or Disposed of (D) Securities ship of
Date Code Benefic- Form: Indirect
(Instr. 8) (Instr. 3, 4 and 5) ially Direct Bene-
(Month/ Owned at (D) or ficial
Day/ Code V Amount (A) or Price End of Indirect Owner-
Year) (D) Month (I) ship
(Instr. 3 (Instr. (Instr.
and 4) 4) 4)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Common Stock 12/20/99 S 5,625 D $21.50 -0- D
Common Stock 12/20/99 M 5,625 A $5.29166667 -0- D
Common Stock 12/3/99 M 5,625 A $2.29333 -0- D
Common Stock 12/3/99 M 7,500 A $4.00 -0- D
Common Stock 12/3/99 M 7,500 A $1.62667 -0- D
Common Stock 12/3/99 S 15,000 D $17.09 -0- D
Common Stock 12/3/99 S 5,625 D $19.125 -0- D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over)
* If the form is filed by more than one reporting person, see Instructions 4(b)(v) SEC 1474 (7-96)
FORM 4 (CONTINUED) TABLE II - DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
(E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
1.Title of 2.Conver- 3.Trans- 4.Transac- 5.Number of 6.Date Exer- 7.Title 8.Price 9.Number 10.Owner- 11.Na-
Derivative sion or action tion Code Derivative cisable and Amount of of Deriv- ship ture
Security Exercise Date (Instr. 8) Securities and Expir- of Under- Deriv- ative Form of In-
(Instr. 3) Price (Month/ Acquired (A) ation Date lying ative Secur- of De- direct
of Day/ or Disposed (Month/ Securities Secur- ities rivative Bene-
Deriva- Year) of (D) Day/Year) ity Bene- Secu- ficial
tive (Instr. 3,- (Instr. 3 (Instr ficially rity; Own-
Security 4, and 5) and4) . 5) Owned Direct ership
at End (D) or (Instr
Amount of Indi- . 4)
Date Expir- or Month rect (I)
Exer- ation Title Number (Instr. (Instr.
cisa- Date of 4) 4)
Code V (A) (D) ble Shares
Employee Stock
Option $5.29166667 12/20/99 M D 5,625 12/18/99(1)12/18/08 Common 5,625 5.29166667 16,875 D
Stock
Employee Stock
Option $2.29333 12/3/99 M D 5,625 8/27/99(2) 8/27/07 Common 5,625 2.29333 11,250 D
Stock
Employee Stock
Option $4.00 12/3/99 M D 7,500 6/16/99(3) 6/16/08 Common 7,500 4.00 22,500 D
Stock
Employee Stock
Option $1.626667 12/3/99 M D 7,500 10/21/99(4) 3/14/07 Common 7,500 1.626667 7,500 D
Stock
Explanation of Responses:
1 Original stock grant of 15,000 shares were originally granted at 7.93757 per share
(22,500 at $5.29166667 post-split). Options for 5,625 post-split were exercised on
12/20/99. Options vest 25% per year. Vesting began 12/18/99.
2 Original stock grant of 15,000 shares were originally granted at 3.44 per share
(22,500 at $2.29333 post-split). Options for 3,750 shares were exercised on 2/4/99
(5,625 post-split). Options vest 25% per year. Vesting began 8/27/98.
3 Original stock grant of 20,000 (30,000 post stock-split). Options vest at 25% per
year. Vesting began 6/16/99.
4 Effective as of the date of the sale of Ling Electronics, Inc. to SatCon Technology
Corporation, Mechanical Technology Incorporated restated Mr. Clemens options (post-split)
for 22,500 at 1.626667 per share to change the vesting dates, such that options for 7,500
shares expired and options for 7,500 vested as of October 21, 1999 and options for 7,500
shares vest as of October 21, 2000.
** Intentional misstatements or omissions of facts
constitute Federal Criminal Violations. ------------------------------------------------------------
See 18 U.S.C. 1001 and 15. U.S.C. 78ff(a). **Signature of Reporting Person Date
James R. Clemens
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.
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