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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Deferred Stock (Right to Acquire) | $ 0 (1) | 07/02/2007 | A | 7,500 (2) | (3) | (3) | Common Stock | 7,500 | $ 2 | 16,587 | D (4) | ||||
Deferred Stock (Right to Acquire) | $ 0 (1) | 07/02/2007 | A | 2,473 (2) | (5) | (5) | Common Stock | 2,473 | $ 2 | 11,560 | I | See Footnote (6) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KAMIN PETER H 265 FRANKLIN STREET, 16TH FLOOR BOSTON, MA 02110 |
X | X | ||
VA PARTNERS LLC 435 PACIFIC AVENUE FOURTH FLOOR SAN FRANCISCO, CA 94133 |
X | |||
ValueAct Capital Management, L.P. 435 PACIFIC AVENUE, 4TH FLOOR SAN FRANCISCO, CA 94133 |
X | |||
ValueAct Capital Management, LLC 435 PACIFIC AVENUE, 4TH FLOOR SAN FRANCISCO, CA 94133 |
X | |||
UBBEN JEFFREY W 435 PACIFIC AVENUE, FOURTH FLOOR SAN FRANCISCO, CA 94133 |
X |
/s/ Peter H. Kamin | 07/05/2007 | |
**Signature of Reporting Person | Date | |
VA PARTNERS, L.L.C., By:/s/ George F. Hamel. Jr., Managing Member | 07/05/2007 | |
**Signature of Reporting Person | Date | |
VALUEACT CAPITAL MASTER FUND, L.P., By: VA PARTNERS, L.L.C., its General Partner, By:/s/ George F. Hamel. Jr., Managing Member | 07/05/2007 | |
**Signature of Reporting Person | Date | |
VALUEACT CAPITAL MANAGEMENT, L.P., By: VALUEACT CAPITAL MANAGEMENT, LLC, its General Partner, By:/s/ George F. Hamel. Jr., Managing Member | 07/05/2007 | |
**Signature of Reporting Person | Date | |
VALUEACT CAPITAL MANAGEMENT, LLC, By:/s/ George F. Hamel. Jr., Managing Member | 07/05/2007 | |
**Signature of Reporting Person | Date | |
/s/ George F. Hamel. Jr. | 07/05/2007 | |
**Signature of Reporting Person | Date | |
/s/ Jeffrey W. Ubben | 07/05/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Deferred Stock converts to Common Stock on a one-for-one basis. |
(2) | Shares of Common Stock allocated to reporting person's account as of 07/02/07 pursuant to the Company's Directors Compensation Policy based on closing price of $2.00 per share for the Company's Common Stock on the New York Stock Exchange on 07/02/07. |
(3) | Will be distributed as soon as reasonably practicable following the six-month anniversary of the date on which the reporting person ceases to be a Director. |
(4) | Under an agreement with ValueAct Capital Master Fund, L.P., Peter H. Kamin is deemed to hold the deferred stock for the benefit of ValueAct Capital Master Fund, L.P. and indirectly for (i) VA Partners, L.L.C. as General Partner of ValueAct Capital Master Fund, L.P. (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P. and (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P. Peter H. Kamin is a director of Sirva, Inc. and Managing Member of VA Partners, LLC and ValueAct Capital Management, L.P. Jeffrey W. Ubben and George F. Hamel, Jr. are Managing Members of VA Partners, L.L.C. and ValueAct Capital Management, LLC. The reporting persons disclaim beneficial ownership of the reported stock except to the extent of their pecuniary interest therein. |
(5) | Effective 4/30/07, Kelly J. Barlow resigned from the Board of Director's of SIRVA. There was no diagreement between Mr. Barlow and SIRVA on any matter relating to SIRVA's operating policies or operations. In accordance with the terms of the Company's Directors Compensation Policy, Mr. Barlow's shares will be distributed as soon as reasonably practicable on 10/30/07, the six-month anniversary of the date on which Mr. Barlow ceased to be a Director. |
(6) | Under an agreement with ValueAct Capital Master Fund, L.P., Kelly J. Barlow is deemed to hold the deferred stock for the benefit of ValueAct Capital Master Fund, L.P. and indirectly for (i) VA Partners, L.L.C. as General Partner of ValueAct Capital Master Fund, L.P. (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P. and (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P. (collectively "ValueAct Capital"). Kelly J. Barlow is a director of Sirva, Inc. and Non-Managing Member of VA Partners, LLC and ValueAct Capital Management, L.P. The reporting person disclaims beneficial ownership of the reported stock except to the extent of his pecuniary interest therein. |
Remarks: Joint Filer Information: Name: ValueAct Capital Master Fund, L.P., Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 Name: ValueAct Capital Management, L.P. Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 Name: ValueAct Capital Management, LLC Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 Name: VA Partners, L.L.C. Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 Name: Jeffrey W. Ubben Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 Name: George F. Hamel, Jr. Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133 Designated Filer: Peter H. Kamin Issuer and Ticker Symbol: Sirva, Inc. (SIR) Date of Event Requiring Statement: July 2, 2007 |