Ambac Financial Group Inc - Statement of Changes in Beneficial Ownership (4)
07 Décembre 2007 - 7:32PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
THEOBALD THOMAS C
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2. Issuer Name
and
Ticker or Trading Symbol
AMBAC FINANCIAL GROUP INC
[
ABK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
AMBAC FINANCIAL GROUP, INC., ONE STATE STREET PLAZA
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/5/2007
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(Street)
NEW YORK, NY 10004
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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12/5/2007
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A
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40
(2)
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A
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$23.52
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20075
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D
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Common Stock
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1500
(6)
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I
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As trustee for Daniel F. Theobald
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Common Stock
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1500
(5)
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I
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By Spouse as custodian for Fiona M. Theobald
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Phantom Stock Units
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(1)
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12/5/2007
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A
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21
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(3)
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(3)
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Common Stock
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21
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$23.52
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2368
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D
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Phantom Stock Units
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(1)
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12/5/2007
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A
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850
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(4)
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(4)
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Common Stock
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850
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$23.52
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3218
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D
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Explanation of Responses:
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(
1)
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Each Phantom Stock Unit converts to common stock on a one to one basis.
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(
2)
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Represents dividends on Director Stock Units ("DSUs") that were granted under the 1997 Non-Employee Directors Equity Plan, as amended.
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(
3)
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Represents dividends on Phantom Stock Units ("PSUs") acquired under the Issuer's Deferred Compensation Plan and are to be settled 100% in cash upon the Reporting Person's retirement or resignation from the Issuer's Board of Directors or on an earlier dated previously selected by the Reporting Person.
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(
4)
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These Phantom Stock Units ("PSUs") were acquired under the Issuer's Deferred Compensation Plan and represent 25% of the Reporting Person's Annual Fees for serving as a director and chair of a committee and 100% of his Meeting fees earned during the third quarter of 2007. These PSUs are to be settled 100% in cash upon the Reporting Person's retirement or resignation from the Issuer's Board of Directors or on an earlier date previously selected by the Reporting Person.
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(
5)
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These shares are held in a trust for the benefit of the Thomas Theobald's daughter. Thomas Theobald's spouse is the trustee. Thomas Theobald disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Thomas Theobald is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
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(
6)
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These shares are held in a trust for the benefit of the Thomas Theobald's son. Thomas Theobald is the trustee. Thomas Theobald disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Thomas Theobald is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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THEOBALD THOMAS C
AMBAC FINANCIAL GROUP, INC.
ONE STATE STREET PLAZA
NEW YORK, NY 10004
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X
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Signatures
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Stacey B. Spain, Attorney in Fact for Thomas C. Theobald
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12/7/2007
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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