|
|
|
|
|
|
|
|
|
|
|
|
|
|
Previous: NORTHWEST INDIANA BANCORP, 10-Q, EX-27, 2000-08-10 |
Next: LABORATORY CORP OF AMERICA HOLDINGS, 8-K, 2000-08-10 |
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:
July 2000
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
Table I -- Non-Derivative Securities Acquired,
Disposed of, or Beneficially Owned
<TABLE>
<CAPTION>
5. Amount of 6. Owner-
2. Trans- Securities ship Form: 7. Nature of
action Beneficially Direct (D) Indirect
1. Title of Date 3. Trans- 4. Securities Acquired (A) or Owned at End or Indirect Beneficial
Security (Month/ action Code Disposed of (D) of Month (I) (Instr. Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) 4) (Instr. 4)
----------- --------- ---------- ----------------------------- ---------------- ----------- ------------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Class A 7/18/2000 S(1) 115,781 D $21.625(1) 2,284,303 I By Richard Anthony
Common Stock Lumpkin 1990
Personal Income
Trust for the
Benefit of
Elizabeth L. Celio
dated April 20,
1990
7/18/2000 S(1) 115,781 D $21.625(1) 2,284,303 I By Richard Anthony
Lumpkin 1990
Personal Income
Trust for the
Benefit of
Benjamin Iverson
Lumpkin dated
April 20, 1990
1,852,890 I By Trust named for
Elizabeth L. Celio
created under the
Mary Green Gallo
Trust Agreement
dated December 29,
1989
1,852,890 I By Trust named for
Benjamin I.
Lumpkin created
under the Mary
Green Gallo Trust
Agreement dated
December 29, 1989
5. Amount of 6. Owner-
2. Trans- Securities ship Form: 7. Nature of
action Beneficially Direct (D) Indirect
1. Title of Date 3. Trans- 4. Securities Acquired (A) or Owned at End or Indirect Beneficial
Security (Month/ action Code Disposed of (D) of Month (I) (Instr. Ownership
(Instr. 3) Day/Year) (Instr. 8) (Instr. 3, 4 & 5) (Instr. 3 & 4) 4) (Instr. 4)
----------- --------- ---------- ----------------------------- ---------------- ----------- ------------
Code V Amount (A)or(D) Price
---- - ------ -------- -----
327,828 I By Richard Adamson
Lumpkin
Grandchildren's
Trust dated
September 5, 1980
for the benefit of
Elizabeth L. Celio
327,828 I By Richard Adamson
Lumpkin
Grandchildren's
Trust dated
September 5, 1980
for the benefit of
Benjamin I.
Lumpkin
7/27/00 G(2) V 13,826 D 1,852,936 I By Gail G. Lumpkin
Trust dated
December 14, 1985
7/27/00 G(2) V 13,826 A 13,826 I By Gail G. Lumpkin
1998 QTIP Trust,
dated September
15, 1998
10,932 I By Richard Anthony
Lumpkin Trust
under the Trust
Agreement dated
February 6, 1970
19,800 D(3)
</TABLE>
Table II -- Derivative Securities Acquired,
Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
<TABLE>
<CAPTION>
10.
9. Owner-
5. Number ship
2. Number 6. of Form of
Conver- of Deriv- Date Deriva- Deri- 11.
1. sion ative Exer- tive vative Nature
Title or Secur- cisable 7. 8. Securi- Secur- of
of Exer- 3. ities and Title Price ties ity: Indirect
Deriva- cise Trans- 4. Acquired Expira- and of Benefi- Direct Bene-
tive Price action Trans- (A) or tion Amount of Deriva- cially (D) or ficial
Secur- of Date action Disposed Date Underlying tive Owned at Indirect Owner-
ity Deriva- (Month/ Code of (D) (Month/ Securities Security End of (I) ship
(Instr. tive Day/ (Instr. (Instr. 3, Day/ (Instr. 3 (Instr. Month (Instr. (Instr.
3) Security Year) 8) 4 & 5) Year) and 4) 5) (Instr. 4) 4) 4)
------- -------- ------ ------- ---------- ------- ---------- -------- ---------- ------- -------
Date
Exer- Expir- Amount or
cis- ation Number of
Code V (A) (D) able Date Title Shares
---- --- --- --- ----- ------ ----- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Employee $5.875 (1) 09/25/07 Class A 240,000 240,000 D
Stock Common
Option Stock
(right to
buy)
Employee $5.75 (2) 12/22/07 Class A 30,000 30,000 D
Stock Common
Option Stock
(right to
buy)
Employee $4.958 (3) 12/31/08 Class A 240,000 240,000 D
Stock Common
Option Stock
(right to
buy)
Employee $17.521 (4) 01/07/10 Class A 75,000 75,000 D
Stock Common
Option Stock
(right to
buy)
10.
9. Owner-
5. Number ship
2. Number 6. of Form of
Conver- of Deriv- Date Deriva- Deri- 11.
1. sion ative Exer- tive vative Nature
Title or Secur- cisable 7. 8. Securi- Secur- of
of Exer- 3. ities and Title Price ties ity: Indirect
Deriva- cise Trans- 4. Acquired Expira- and of Benefi- Direct Bene-
tive Price action Trans- (A) or tion Amount of Deriva- cially (D) or ficial
Secur- of Date action Disposed Date Underlying tive Owned at Indirect Owner-
ity Deriva- (Month/ Code of (D) (Month/ Securities Security End of (I) ship
(Instr. tive Day/ (Instr. (Instr. 3, Day/ (Instr. 3 (Instr. Month (Instr. (Instr.
3) Security Year) 8) 4 & 5) Year) and 4) 5) (Instr. 4) 4) 4)
------- -------- ------ ------- ---------- ------- ---------- -------- ---------- ------- -------
Date
Exer- Expir- Amount or
cis- ation Number of
Code V (A) (D) able Date Title Shares
---- --- --- --- ----- ------ ----- ---------
Employee $4.083 (5) 09/24/07 Class A 94,500 94,500 D
Stock Common
Option Stock
(right to
buy)
Employee $4.042 (6) 12/22/07 Class A 22,500 22,500 D
Stock Common
Option Stock
(right to
buy)
Employee $4.958 (7) 12/31/08 Class A 22,500 22,500 D
Stock Common
Option Stock
(right to
buy)
Employee $20.458 4/21/00 A 15,000 (8) 04/21/10 Class A 15,000 15,000 D
Stock Common
Option Stock
(right to
buy)
</TABLE>
Explanation of Responses:
Explanation of footnotes to Table I: For purposes of Section
13(d) of the Securities Exchange Act, Richard A. Lumpkin 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) The trust contributed MCLD common stock to an exchange fund
in exchange for shares of the exchange fund. The MCLD
common stock was valued at $21.625 for the purpose of
determining the number of shares of the exchange fund
issuable to the trust.
(2) Transfer MCLD common stock to the Gail G. Lumpkin 1998 QTIP
Trust. The Reporting Person is a trustee and beneficiary of
this trust.
(3) Beneficially owned for purposes of Rule 16a-1(a)(2) by
Steven L. Grissom. These shares are not subject to Mr.
Grissom's agreement with the other members of the 13(d)
group referred to in Item 6 of the cover page of this Form
4.
Explanation of footnotes to Table II:
The following 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 which began on December 22, 1998.
(3) The employee stock option dated 12/31/98 vests in four equal
annual installments beginning on December 31, 1999.
(4) The employee stock option dated 1/7/2000 vests in full on
January 7, 2003.
The following derivative securities shown in Table II are
beneficially owned for purposes of Rule 16a-1(a)(2) by Steven L.
Grissom.
(5) The employee stock option dated 9/24/97 vests in four equal
annual installments which began on September 24, 1998.
(6) The employee stock option dated 12/22/97 vests in four equal
annual installments which began on October 12, 1999.
(7) The employee stock option dated 12/31/98 vests in four equal
annual installments beginning on December 31, 1999.
(8) The employee stock option dated 4/21/2000 vests in four
equal installments beginning on April 21, 2001.
SIGNATURE OF REPORTING PERSON:
Richard A. Lumpkin
By: Steven L. Grissom
Attorney in Fact
DATE: August 10, 2000
JOINT FILER INFORMATION:
Name: Steven L. Grissom
Address: 121 South 17th Street, Mattoon, Illinois 61938
Designated Filer: Richard A. Lumpkin
Issuer & Ticker Symbol: McLeodUSA Incorporated, MCLD
Statement for Month/Year: July 2000
Signature: Steven L. Grissom
Individually and as trustee of the
Personal Income Trusts
|
|