Capítulo 2. Estudios preliminares
2.1 Conocimiento del usuario
Securities Authorized for Issuance Under Equity Compensation Plans
As of December 31, 2014, we maintained the 1996 Stock Incentive Plan, as amended and restated in 2006. Our stockholders also approved the 2010 Stock Incentive Plan at our annual meeting on November 17, 2010. The table below provides information as of December 31, 2014 related to these plans.
Number of Securities to be Issued Upon Exercise of Outstanding Options Weighted- Average Exercise Price of Outstanding Options Number of Securities Remaining Available for Future Issuance Under Equity
Plan Category Warrants andRights Warrants andRights CompensationPlans
Equity Compensation Plans Approved by Security Holders:
—1996 Stock Incentive Plan, as amended and restated in 2006 72,000 $ 14.41 1,097,563
—2010 Stock Incentive Plan 135,000 $ 17.47 4,593,279
Equity Compensation Plans Not Approved by Security Holders — N/A N/A
Total 207,000 $ 16.41 5,690,842
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Current Beneficial
Name of Beneficial Owner Number ofShares (1) Percent ofClass (2)
Robin Raina (3) 3,671,560 10.41%
James A. Mitarotonda (4) 471,852 1.34%
Neil D. Eckert (5) 147,942 *
Leon d'Apice (6) 104,971 *
Rolf Herter (7) 93,942 *
Hans Ueli Keller (8) 93,942 *
Hans U. Benz (9) 74,662 * Graham Prior (10) 62,006 * Pavan Bhalla (11) 57,568 * James S. Senge (12) 21,219 * Robert F. Kerris (13) 15,571 * Joseph R. Wright — *
Directors and executive officers as a group (12 persons) (14) 4,815,235 13.60% Other Beneficial Holders
Fidelity Management and Research Company (15) 3,936,730 11.16%
Rennes Foundation (16) 3,570,473 10.13%
First Trust Advisors, L.P. (17) 2,665,351 7.56%
Blackrock (18) 2,654,956 7.53%
The Vanguard Group (19) 2,180,225 6.18%
(1) For purposes of this table, a person is deemed to be the beneficial owner of a security if he or she (a) has shares of voting power or dispositive power with respect to such security, or (b) has the right to acquire such ownership within 60 days. “Voting power” is the power to vote or direct the voting of shares, and “dispositive power” is the power to dispose or direct the disposition of shares, irrespective of any economic interest in such shares. (2) In calculating the percentage ownership or percent of equity vote for a given individual or group, the number
of common shares outstanding includes unissued shares subject to options, warrants, rights or conversion privileges exercisable within 60 days held by such individual or group, but are not deemed outstanding by any other person or group. Percentage is based on 35,262,631 shares of our common stock outstanding as of March 12, 2015.
(3) Mr. Raina's ownership includes: (a) 2,083 shares of restricted stock and (b) 217,064 shares held as trustee for the Robin Raina Foundation, a 501(c) charity ownership, which were donated by Robin Raina from vested restricted stock grants previously issued to Mr. Raina by the Company and to which Mr. Raina disclaims any beneficial ownership. The Federal Tax ID Number for the foundation is 51-0497387. The address of Mr. Raina is 5 Concourse Parkway, Suite 3200, Atlanta, Georgia 30328.
(4) Mr. Mitarotonda's ownership includes (a) 426,852 shares of our common stock held by Barington Companies Equity Partners, L.P. ("Barington Equity Partners") and (b) 45,000 shares of our common stock held by investment advisory clients ("Clients") of Barington Companies Investors, LLC ("Barington Investors"). Mr. Mitarotonda is the sole shareholder and ("Clients") of Barington Companies Investors, LLC ("Barington Investors"). Mr. Mitarotonda is the sole shareholder and director of LNA Capital Corp., which is the general partner of Barington Capital Group, L.P., which is the majority member of Barington Investors. Barington Investors is the general partner of Barington Equity Partners and an investment advisor to the Clients. Mr. Mitarotonda disclaims beneficial owners of all such shares except to the extent of his pecuniary interest therein. (5) Mr. Eckert's ownership includes options to purchase 51,189 shares of our common stock which are exercisable
as of March 12, 2015, or that will become exercisable within 60 days after that date. (6) Mr. d’Apice’s ownership includes 14,535 shares of restricted stock.
(7) Mr. Herter's ownership includes options to purchase 24,189 shares of our common stock which are exercisable as of March 12, 2015, or that will become exercisable within 60 days after that date.
(8) Mr. Keller's ownership includes options to purchase 24,189 shares of our common stock which are exercisable as of March 12, 2015, or that will become exercisable within 60 days after that date.
(9) Mr. Benz's ownership includes options to purchase 24,189 shares of our common stock which are exercisable as of March 12, 2015, or that will become exercisable within 60 days after that date.
(10) Mr. Prior's ownership includes 14,535 shares of restricted stock.
(11) Mr. Bhalla's ownership includes options to purchase 24,189 shares of our common stock which are exercisable as of March 12, 2015 or that will become exercisable within 60 days after that date.
(12) Mr. Senges ownership includes 9,262 shares of restricted stock. (13) Mr. Kerris' ownership includes 14,535 shares of restricted stock.
(14) Includes 54,950 shares of restricted stock and options to purchase 147,945 shares of our common stock which are exercisable as of March 12, 2015, or that will become exercisable within 60 days after that date.
(15) Ownership consists of shares of our common stock beneficially owned by Fidelity Management & Research Company, a wholly-owned subsidiary of FMR LLC ("Fidelity"), in its capacity as an investment advisor, as disclosed on its joint Schedule 13G dated February 13, 2015 , as filed with the SEC. Fidelity reports that sole dispositive power resides in Edward C. Johnson, III and FMR LLC. The address of Fidelity is 245 Summer Street, Boston, Massachusetts 02110.
(16) The address of the Rennes Foundation is Rätikonerstrasse 13, P.O. Box 125, 9490 Vaduz, Principality of Liechtenstein.
(17) Ownership consists of shares of our common stock beneficially owned by First Trust Advisors, L.P. and its wholly-owned subsidiaries (“First Trust”) as disclosed on its Schedule 13G, for the period ended January 23, 2015. The address of First Trust is 120 East Liberty Drive, Wheaton Illinois 60187.
(18) Ownership consists of shares of our common stock beneficially owned by Blackrock and its wholly-owned subsidiaries ("Blackrock") as disclosed on its Schedule 13G/A filed with the SEC on January 26, 2015. The address of Blackrock is 40 East 52nd Street, New York, New York 10022.
(19) Ownership consists of shares of our common stock beneficially owned by The Vanguard Group, Inc. and its wholly-owned subsidiary, Vanguard Fiduciary Trust Company (collectively, “Vanguard”), as disclosed on Vanguard’s joint schedule 13G/A filed with the SEC on February 11, 2015. The address of Vanguard is 100 Vanguard Blvd., Malvern, Pennsylvania 19355.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE