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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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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)
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2. Issuer Name and Ticker or Trading Symbol
MOSAIC GLOBAL HOLDINGS INC. [ IGL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year)
10/22/2004 |
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | ||||||
Cmm Stock, $1.00 par value | 10/22/2004 | D | 17,637 ( 1 ) | D | $0 | 0 ( 1 ) | D | |||
Cmmn Stck, $1.00 par value | 10/22/2004 | D | 12,055 ( 1 ) | D | $0 | 0 ( 1 ) | D | |||
Cmmn Stk, $1.00 par value | 10/22/2004 | D | 7,687 ( 1 ) | D | $0 | 0 ( 1 ) | D | |||
Cmmn Stock, $1.00 par value | 10/22/2004 | D | 5,295 ( 1 ) | D | $0 | 0 ( 1 ) | D | |||
Common Stck, $1.00 par value | 10/22/2004 | D | 7,059 ( 1 ) | D | $0 | 0 ( 1 ) | D | |||
Common Stk, $1.00 par value | 10/22/2004 | D | 2,033.937 ( 1 ) | D | $0 | 0 ( 1 ) | I | See footnote ( 2 ) | ||
Common Stock, $1.00 par value | 10/22/2004 | D | 5,000 ( 1 ) | D | $0 | 0 ( 1 ) | D ( 3 ) | |||
Common Stock, $1.00 par value | 10/22/2004 | D | 100 ( 1 ) | D | $0 | 0 ( 1 ) | I | See footnote ( 4 ) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
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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 | ||||||||
Non-qualified stock option (right to purchase) | $10.19 | 10/22/2004 | D | 65,000 | ( 5 ) | 01/02/2014 | Common Stock, $1.00 par value | 65,000 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $10.76 | 10/22/2004 | D | 50,000 | ( 5 ) | 01/02/2013 | Common Stock, $1.00 par value | 50,000 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $10.71 | 10/22/2004 | D | 85,000 | ( 5 ) | 11/05/2011 | Common Stock, $1.00 par value | 85,000 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $13.55 | 10/22/2004 | D | 55,000 | ( 5 ) | 02/28/2011 | Common Stock, $1.00 par value | 55,000 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $15.0625 | 10/22/2004 | D | 67,400 | ( 5 ) | 03/30/2010 | Common Stock, $1.00 par value | 67,400 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $15.0312 | 10/22/2004 | D | 27,000 | ( 5 ) | 02/22/2010 | Common Stock, $1.00 par value | 27,000 | $0 | 0 ( 5 ) | D | ||||
Non-qualified stock option (right to purchase) | $17 | 10/22/2004 | D | 25,000 | ( 5 ) | 07/19/2009 | Common Stock, $1.00 par value | 25,000 | $0 | 0 ( 5 ) | D |
Explanation of Responses: |
1. These shares were disposed of in the merger of IMC Global Inc. with GNS Acquisition Corp., with IMC being the surviving entity and a wholly owned subsidiary of The Mosaic Company (the "Merger"). Pursuant to the Merger, each share of IMC common stock was exchanged for one share of common stock of The Mosaic Company on October 22, 2004, the effective date of the Merger (the "Effective Date"). |
2. Shares held in IMC Global Profit Sharing and Savings Plan. |
3. Held in joint tenancy with spouse. |
4. Held by reporting person's son, Nicholas Hynes, who resides in Ms. Hynes' household. Reporting person disclaims beneficial owner ship in any of the 100 shares of Issuer's common stock owned by reporting person's son. |
5. As a result of the Merger, these stock options were assumed by The Mosaic Company and replaced with stock options of The Mosaic C ompany, with substantially the same terms. |
Remarks: |
Rose Marie Williams, Attorney in Fact | 10/26/2004 | |
** 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. |