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Share Name | Share Symbol | Market | Type |
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Nymex Holdings | NYSE:NMX | NYSE | Ordinary Share |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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0.00 | 0.00% | 0.00 | - |
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
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Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
SCHAEFFER RICHARD |
2. Issuer Name
and
Ticker or Trading Symbol
NYMEX HOLDINGS INC [ NMX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__ X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
ONE NORTH END AVENUE, WORLD FINANCIAL CENTER |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
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NEW YORK, NY 10282 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 | 8/22/2008 | D | 30000 | D | $0 (1) | 0 | D | |||
Common Stock | 8/22/2008 | M | 33250 | A | $0 (2) | 33250 | D | |||
Common Stock | 8/22/2008 | F | 15895 (10) | D | $81.15 | 17355 | D | |||
Common Stock | 8/22/2008 | D | 17355 | D | $0 (5) | 0 | D |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 | ||||||||
Restricted Stock Units | (2) | 8/22/2008 | M | 33250 | (3) | (3) | Common Stock | 33250 | (4) | 0 | D | ||||
Stock Option (right to buy) | $59 | 8/22/2008 | M (7) | 135500 | (6) | 11/17/2014 | Common Stock | 135500 | (4) | 0 | D | ||||
Stock Option (right to buy) | $118.97 | 8/22/2008 | M (9) | 40500 | (8) | 1/9/2016 | Common Stock | 40500 | (4) | 0 | D |
Explanation of Responses: | |
( 1) | Pursuant to the merger agreement by and among CME Group Inc., CMEG NY Inc., NYMEX Holdings, Inc. and New York Mercantile Exchange, Inc. (the "Merger Agreement"), each share of NYMEX Holdings common stock was converted into the right to receive either (a) $81.16 in cash or (b) 0.2378 of CME Group Inc. Class A common stock, subject to proration to preserve the mandatory aggregate cash consideration amount of approximately $3.4 billion, after taking into account all of the elections made by all of the NYMEX Holdings stockholders. |
( 2) | Each restricted stock unit represents a contingent right to receive one share of NYMEX Holdings, Inc. common stock. |
( 3) | The accelerated vesting of the restricted stock units is due to the consummation of the transaction between CME Group Inc., CMEG NY Inc., NYMEX Holdings, Inc. and New York Mercantile Exchange, Inc. |
( 4) | Not applicable. |
( 5) | Disposed of pursuant to Merger Agreement at an exchange ratio of 0.2378 shares of CME Group Inc. Class A common stock for each share of NYMEX Holdings, Inc. common stock. |
( 6) | The option vests in four equal annual installments beginning on November 17, 2007, subject to additional terms contained in the grant and, if applicable, other contracts. |
( 7) | Converted into options to purchase 32,103 shares of CME Group Class A common stock at an exercise price of $248.11 per share. |
( 8) | The option vests in four equal annual installments beginning on January 9, 2009, subject to additional terms contained in the grant and, if applicable, other contracts. |
( 9) | Converted into options to purchase 9,630 shares of CME Group Class A common stock at an exercise price of $500.30 per share. |
( 10) | Mr. Schaeffer surrendered shares to the Company in order to fulfill tax withholding obligations upon the vesting of restricted stock on August 22, 2008. |
Reporting Owners
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Reporting Owner Name / Address |
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Director | 10% Owner | Officer | Other | ||
SCHAEFFER RICHARD
ONE NORTH END AVENUE WORLD FINANCIAL CENTER NEW YORK, NY 10282 |
X |
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Signatures
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/s/Richard Schaeffer | 8/27/2008 | |
** Signature of Reporting Person |
Date
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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 control number. |
1 Year Nymex Holdings Chart |
1 Month Nymex Holdings Chart |
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