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Previous: MCLEODUSA INC, 4, 1999-01-08 |
Next: PSS WORLD MEDICAL INC, S-3/A, 1999-01-08 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
( ) Check this box if no longer subject to Section 16. Form 4 or
Form 5 obligations may continue. See Instructions 1(b).
1. Name and Address of Reporting Person:
Richard A. Lumpkin
121 South 17th Street
Mattoon, Illinois 61938
U.S.A.
2. Issuer Name and Ticker or Trading Symbol:
McLeodUSA Incorporated
MCLD
3. IRS or Social Security Number of Reporting Person (Voluntary):
4. Statement for Month/Year:
December 1998
5. If Amendment, Date of Original (Month/Year):
6. Relationship of Reporting Person(s) to Issuer (Check all
applicable):
(x) Director ( ) 10% Owner (x) Officer (give title below) (x)
Other (specify below)
Vice Chairman
Member of 13(d) group owning more than 10%
7. Individual or Joint/Group Filing (Check Applicable Line):
( ) Form filed by One Reporting Person
(x) Form filed by More than One Reporting Person<PAGE>
<TABLE>
<CAPTION>
Table I -- Non-Derivative Securities Acquired,
Disposed of, or Beneficially Owned
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Class A 12/1/98 S 1,517 (1) D 30.25 I By Richard Anthony
Common Lumpkin 1990
Stock Personal Income
Trust for the
Benefit of
Elizabeth Arabella
Lumpkin dated
April 20, 1990
12/1/98 S 2,883 (1) D 30.38 724,601 I By Richard Anthony
Lumpkin 1990
Personal Income
Trust for the
Benefit of
Elizabeth Arabella
Lumpkin dated
April 20, 1990
12/1/98 S 1,517 (1) D 30.25 I By Mary Lee Sparks
1990 Personal
Income Trust for
the Benefit of
John Woodruff
Sparks dated April
20, 1990
12/1/98 S 2,883 (1) D 30.38 150,224 I By Mary Lee Sparks
1990 Personal
Income Trust for
the Benefit of
John Woodruff
Sparks dated April
20, 1990<PAGE>
Table I -- Non-Derivative Securities Acquired
Disposed of, or Beneficially Owned (Cont'd)
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
12/1/98 S 298 (1) D 30.25 I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Susan Tamara Keon
DeWyngaert dated
April 20, 1990
12/1/98 S 567 (1) D 30.38 75,037 I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Susan Tamara Keon
DeWyngaert dated
April 20, 1990
84,769 (2) I By Benjamin I.
Lumpkin 1998 NIM-
CRUT dated October
27, 1998
84,769 (3) I By Elizabeth L.
Celio 1998 NIM-
CRUT dated October
27, 1998
724,601 (1) I By Richard Anthony
Lumpkin 1990
Personal Income
Trust for the
Benefit of
Benjamin Iverson
Lumpkin dated
April 20, 1990<PAGE>
Table I -- Non-Derivative Securities Acquired
Disposed of, or Beneficially Owned (Cont'd)
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
150,224 (1) I By Mary Lee Sparks
1990 Personal
Income Trust for
the Benefit of
Anne Romayne
Sparks dated April
20, 1990
150,224 (1) I By Mary Lee Sparks
1990 Personal
Income Trust for
the Benefit of
Barbara Lee Sparks
dated April 20,
1990
150,224 (1) I By Mary Lee Sparks
1990 Personal
Income Trust for
the Benefit of
Christina Louise
Sparks dated April
20, 1990
75,037 (1) I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Joseph John Keon
III dated April
20, 1990
75,037 (1) I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Katherine Stoddert
Keon dated
April 20, 1990<PAGE>
Table I -- Non-Derivative Securities Acquired
Disposed of, or Beneficially Owned (Cont'd)
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
75,037 (1) I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Lisa Anne Keon
dated April 20,
1990
75,037 (1) I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Margaret Lynley
Keon dated
April 20, 1990
75,037 (1) I By Margaret L.
Keon 1990 Personal
Income Trust for
the Benefit of
Pamela Keon Vitale
dated April 20,
1990
54,688 I By Richard Adamson
Lumpkin
Grandchildren's
Trust dated 9/5/80
f/b/o Benjamin
Iverson Lumpkin
54,688 I By Richard Adamson
Lumpkin
Grandchildren's
Trust dated 9/5/80
f/b/o Elizabeth
Arabella Lumpkin<PAGE>
Table I -- Non-Derivative Securities Acquired
Disposed of, or Beneficially Owned (Cont'd)
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
308,965 I By Trust named for
Benjamin Iverson
Lumpkin created
under the Mary
Green Lumpkin
Gallo Trust
Agreement dated
December 29, 1989
308,965 I By Trust named for
Elizabeth Arabella
Lumpkin created
under the Mary
Green Lumpkin
Gallo Trust
Agreement dated
December 29, 1989
311,127 (4) D
48,328 (5) I By Benjamin
Iverson Lumpkin
Holdback Trust
under Richard
Anthony Lumpkin
1993 Grantor
Retained Annuity
Trust
48,328 (5) I By Elizabeth A.
Lumpkin Holdback
Trust under
Richard Anthony
Lumpkin 1993
Grantor Retained
Annuity Trust<PAGE>
Table I -- Non-Derivative Securities Acquired
Disposed of, or Beneficially Owned (Cont'd)
6. Owner-
5. Amount of ship Form: 7. Nature
2. Trans- Securities Direct (D) of
action Beneficially or Indirect
1. Title Date 3. Transaction 4. Securities Acquired Owned at End Indirect Beneficial
of Security (Month/ Code (A) or Disposed of (D) of Month (I) Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) (Instr.4) (Instr. 4)
---------- --------- -------------- ---------------------- -------------- --------- ----------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
1,822 I By Richard Anthony
Lumpkin Trust
under the Trust
Agreement dated
February 6, 1970
60,619 I By Margaret Anne
Keon Trust under
the Trust
Agreement dated
February 6, 1970
107,030 I By Mary Lee Sparks
Trust under the
Trust Agreement
dated February 6,
1970<PAGE>
</TABLE>
<TABLE>
<CAPTION>
Table II -- Derivative Securities Acquired,
Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
9.
5. Number of
Number Deriva- 10. 11.
of Deriv- tive Owner- Nature
2. ative Se- Securi- ship Form of Indi-
Conver- 3. curities 7. ties of Deriva- rect
sion or Trans- 4. Acquired 6. Title and Benefi- tive Benefi-
1. Exercise action Trans- (A) or Date Exer- Amount of 8. cially Security: cial
Title of Price of Date action Disposed cisable and Underlying Price of Owned at Direct (D) Owner-
Derivative Deriva- (Month/ Code of (D) Expiration Securities Derivative End of or Indi- ship
Security tive Se- Day/ (Instr. (Instr. 3, Date (Month/ (Instr. 3 Security Month rect (I) (Instr.
(Instr. 3) curity Year) 8) 4 and 5) Day/Year) and 4) (Instr. 5) (Instr. 4)(Instr. 4) 4)
---------- -------- ------- ------- ---------- ------------ ---------- ---------- -------------------- -------
Code V (A) (D) Date Expir- Title Amount or
Exer- ation Number of
cis- Date Shares
able
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Employee $35.25 (1) 9/25/07 Class A 40,000 40,000 D
Stock Common
Option Stock
(right to
buy) (1)
Employee $34.50 (2) 12/22/07 Class A 5,000 5,000 D
Stock Common
Option Stock
(right to
buy) (2)
</TABLE>
Explanation of Responses:
Explanation of footnotes to Table I: For purposes of Section
13(d) of the Securities Exchange Act, each of the joint filers is a
member of a group that together owns more than 10% of the Issuer's
Class A Common Stock. Except as indicated in the following note, the
securities shown in Table I are beneficially owned for purposes of
Rule 16a-1(a)(2) by Richard A. Lumpkin.
(1) On or about November 23, 1998 the trustees of the 1990
Personal Income Trust named Richard A. Lumpkin as agent with
respect to the sale of these shares.
(2) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Benjamin I. Lumpkin. These shares are not subject to Mr.
Lumpkin's agreement with the other members of the 13(d)
group referred to in Item 6 above.<PAGE>
(3) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Elizabeth L. Celio. These shares are not subject to Ms.
Celio's agreement with the other members of the 13(d) group
referred to in Item 6 above.
(4) Beneficially owned for purposes of Rule 16a-1(a)(2) by Gail
Gawthrop Lumpkin and Richard A. Lumpkin.
(5) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Benjamin I. Lumpkin and Elizabeth L. Celio.
Explanation of footnotes to Table II: The derivative securities
shown in Table II are beneficially owned for purposes of Rule 16a-
1(a)(2) by Richard A. Lumpkin.
(1) The employee stock option dated 12/3/97 vests in four equal
annual installments which began on September 25, 1998.
(2) The employee stock option dated 12/22/97 vests in four equal
annual installments beginning on December 22, 1998.
SIGNATURE OF REPORTING PERSON:
Richard A. Lumpkin
DATE: December 31, 1998<PAGE>
JOINT FILER INFORMATION:
Name: Gail Gawthrop Lumpkin
Address: 121 South 17th Street, Mattoon, Illinois 61938
Designated Filer: Richard A. Lumpkin
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: December 1998
Signature: Gail Gawthrop Lumpkin
JOINT FILER INFORMATION:
Name: Benjamin I. Lumpkin
Address: 1316 West Howard St., #1, Chicago, Illinois 60626
Designated Filer: Richard A. Lumpkin
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: December 1998
Signature: Benjamin I. Lumpkin<PAGE>
JOINT FILER INFORMATION:
Name: Elizabeth L. Celio
Address: 815 Columbian, Oak Park, Illinois 60302
Designated Filer: Richard A. Lumpkin
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: December 1998
Signature: Elizabeth L. Celio*
By: Steven L. Grissom
Attorney in Fact
*See Exhibit 1<PAGE>
EXHIBIT 1
---------
POWER OF ATTORNEY
-----------------
Power of Attorney made this 7th day of December, 1998:
I, ELIZABETH L. CELIO of 815 Columbian Avenue, Oak Park,
Illinois 60302, hereby appoint Steven L. Grissom, of 21 South Country
Club Road, Mattoon, Illinois 61938, as my attorney-in-fact for the
purpose of taking the actions set forth below:
1. To execute and file on my behalf, individually or in any
fiduciary or other capacity, reports and other forms with the
Securities and Exchange Commission relating to shares of Class A
Common Stock of McLeodUSA Incorporated acquired, beneficially owned,
held or disposed of by me, whether individually, as trustee of one or
more trusts, or otherwise;
2. To execute assignments and other instruments required
for the sale of shares of Class A Common Stock of McLeodUSA
Incorporated; and
3. To execute account agreements and all other documents
required to open or to close on my behalf accounts with any bank,
trust company, savings association, broker or other depository or
agent and to deposit in or transfer between any such account held in
my name any monies or other property and to examine or receive related
records, including canceled checks.
The powers and authorities granted herein shall not be
affected, impaired or exhausted by any nonexercise or by any one or
more exercises thereof. My attorney shall exercise or fail to
exercise the powers and authorities granted herein in each case as my
attorney, in my attorney's own absolute discretion, deems desirable or
appropriate under existing circumstances.
This Power of Attorney is effective immediately and will
remain in effect, even though I become incapacitated, until revoked by
a written instrument signed by me and delivered to my attorney. It is
my intent that the power granted herein shall continue without
interruption until my death, unless previously revoked by me.
This Power of Attorney shall not affect or impair the
validity of any other Power of Attorney that I have in force upon the
effective date of this instrument.
Any person, corporation, partnership, or other legal entity
dealing with my attorney may rely without inquiry upon my attorney's
certification that this instrument is still in effect. No person,<PAGE>
partnership, corporation, or legal entity relying on this power of
attorney in good faith and without actual notice of revocation shall
be required to see to the application and disposition of any moneys,
stocks, bonds, securities, or other property paid to or delivered to
my attorney, or my attorney's substitute, pursuant to the provisions
hereof.
This power of attorney shall be governed by the laws of
Illinois.
Reproductions of this executed original (with reproduced
signatures and the certificate of acknowledgment) shall be deemed to
be original counterparts of this power of attorney.
/s/ Elizabeth L. Celio
-----------------------------------
Principal
Specimen signature of my attorney:
------------------------------- -----------------------------------
Steven L. Grissom Principal (as witness to attorney's
signature)
______________________________________________________________________
STATE OF ILLINOIS )
) ss
COUNTY OF COOK )
I, a Notary Public, in and for said County and State, hereby
certify that ELIZABETH L. CELIO, personally known to me to be the same
person whose name is subscribed to the foregoing instrument, appeared
before me this day in person and acknowledged that she signed that
instrument as her free and voluntary act, for the uses and purposes
therein set forth.
Given under my hand and notarial seal this 7th day of
December, 1998.
/s/ Janet L. Hodapp
-----------------------------------
Notary Public
This document was prepared by: "Official Seal"
Janet L. Hodapp
Debra L. Stetter Notary Public, State of Illinois
Schiff Hardin & Waite My Commission expires 04/20/02
6600 Sears Tower
Chicago, Illinois 60606<PAGE>
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