FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
NCR CORP [ NCR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 03/02/2006 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
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. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/02/2006 | M | 3,154 | A | $20.75 | 36,383 | D | |||
Common Stock | 03/02/2006 | M | 3,336 | A | $9.675 | 39,719 | D | |||
Common Stock | 03/02/2006 | M | 3,334 | A | $13.67 | 43,053 | D | |||
Common Stock | 03/02/2006 | M | 5,784 | A | $22.23 | 48,837 | D | |||
Common Stock | 03/02/2006 | S | 15,608 | D | $39.54 | 33,229 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right to Buy) | $20.75(1) | 03/02/2006 | M | 3,154 | (2) | 01/04/2009 | Common Stock | 3,154(3) | $0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $9.675(4) | 03/02/2006 | M | 3,336 | (5) | 02/03/2013 | Common Stock | 3,336(6) | $0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $13.67(7) | 03/02/2006 | M | 3,334 | (8) | 08/04/2013 | Common Stock | 3,334(9) | $0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $22.23(10) | 03/02/2006 | M | 5,784 | (11) | 01/26/2011 | Common Stock | 12,000(12) | $0 | 6,216 | D |
Explanation of Responses: |
1. Previously reported price was $41.50. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $41.50 split to $20.75. |
2. The option vested in 3 equal annual installments beginning January 4, 2000. |
3. Previously reported number of securities was 4,420. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, wiht the result that the previously reported number of securities of 4,420 increased to 8,840, of which 5,686 shares were exercised in May 2005, and the remaining 3,154 shares are being exercised at this time. |
4. Previously reported price was $19.35. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $19.35 split to $9.675. |
5. The option vests in 3 equal annual installments beginning on February 3, 2004. |
6. Previously reported number of securities was 5,000. On February 18, 2004, the reporting person exercised 1,666 of these options. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the remaining number of securities of 3,334 increased to 6,668, of which 3,332 were exercised in May 2005 and 3,336 are being exercised at this time. |
7. Previously reported price was $27.34. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $27.34 split to $13.67. |
8. The option vests in 3 equal annual installments beginning on August 4, 2004. |
9. Previously reported number of options was 5,000. In November 2004, 1,666 of these options were exercised. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the remaining number of options of 3,334 doubled to 6,668, 3,334 of which are being exercised at this time. |
10. Previously reported price was 44.47. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported price of $44.47 split to $22.23. |
11. The option vests in 3 equal annual installments beginning on 01/26/2002. |
12. Previously reported number of options was 6,000. On January 21, 2005, the common stock of NCR Corporation split 2-for-1, with the result that the previously reported number of options of 6,000 doubled to 12,000. |
Nelson F. Greene, Attorney-in-fact for Peter J. Bocian | 03/06/2006 | |
** Signature of Reporting Person | Date | |
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. | ||
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 Number. |