FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
10/28/2008 |
3. Issuer Name and Ticker or Trading Symbol
THQ INC [ THQI ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. 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 Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common | 528 | D |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Option to Purchase Common Stock | 10/20/2009 ( 1 ) | 10/20/2013 | Common | 8,900 | 9.9 | D | |
Option to Purchase Common Stock | 08/06/2005 ( 2 ) | 08/06/2009 | Common | 1,500 | 12.9733 | D | |
Option to Purchase Common Stock | 02/14/2009 ( 3 ) | 02/14/2013 | Common | 30,000 | 18.75 | D | |
Option to Purchase Common Stock | 07/18/2007 ( 4 ) | 07/18/2011 | Common | 10,000 | 20.74 | D | |
Option to Purchase Common Stock | 10/14/2006 ( 5 ) | 10/14/2010 | Common | 3,374 | 24.2 | D | |
Option to Purchase Common Stock | 09/21/2008 ( 6 ) | 09/21/2012 | Common | 5,850 | 26.35 | D | |
Performance Accelerated Restricted Stock Units | ( 7 ) | 09/21/2012 | Common | 1,050 | ( 7 ) | D | |
Restricted Stock Units | ( 8 ) | 03/13/2011 | Common | 3,000 | ( 8 ) | D |
Explanation of Responses: |
1. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 10/20/2008. |
2. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 8/6/2004. |
3. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 2/14/2008. |
4. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 7/18/2006. |
5. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 10/14/2005. |
6. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 9/21/2007. |
7. The Performance Accelerated Restricted Stock Units (PARSUs) were granted on 9/21/2007 pursuant to the THQ Inc. 2006 Long-Term Incentive Plan. The PARSUs are subject to forfeiture and will vest five years after the grant date; however, vesting may be accelerated if certain company-related performance criteria are met each fiscal year during the term of the PARSUs. The PARSUs will be settled one-for-one in shares of common stock upon vesting, unless the participant has elected to defer receipt of PARSUs pursuant to the THQ Inc. Stock Unit Deferred Compensation Plan. |
8. The Restricted Stock Units (RSUs) were granted on March 13, 2008 pursuant to the THQ Inc. 2006 Long-Term Incentive Plan. The RSUs are subject to forfeiture and will vest three years after the grant date. The RSUs will be settled one-for-one in shares of common stock upon vesting. |
Remarks: |
Roy Tessler | 11/06/2008 | |
** 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 5 (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. |