Delaware (State or other jurisdiction of incorporation or organization) |
86-0748362 (IRS Employer Identification No.) |
Title of Class Common Stock, $.01 par value Preferred Share Purchase Rights |
Name of Each Exchange on Which Registered Nasdaq National Market |
Common shares | ||||||||||||
remaining available | ||||||||||||
Common shares to be | for future issuance | |||||||||||
issued upon | Weighted-average | under equity | ||||||||||
exercise of | exercise price of | compensation plans | ||||||||||
outstanding | outstanding | (excluding shares | ||||||||||
options, warrants | options, warrants | reflected in column | ||||||||||
and rights | and rights | (a)) | ||||||||||
Plan category | (a) | (b) | (c) | |||||||||
Equity compensation
plans approved by
Mobile Mini
shareholders (1) |
2,963,984 | $ | 14.00 | 360,564 | ||||||||
Equity compensation
plans not approved
by Mobile Mini
shareholders |
-0- | -0- | -0- | |||||||||
Totals |
2,963,984 | $ | 14.00 | 360,564 | ||||||||
(1) | Of these shares, options to purchase 169,200 shares were outstanding under the 1994 Plan, and options to purchase 2,794,784 shares were outstanding under the 1999 Plan. |
| each person we know to be the beneficial owner of 5% or more of the outstanding shares of common stock; | ||
| each of our directors, director nominees and named executive officers; and | ||
| all of our named executive officers and directors as a group. |
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Name | Number | Percent | ||||||
Directors and Executive Officers: |
||||||||
Bunger Holdings, L.L.C. (1) |
416,000 | 1.4 | % | |||||
Steven G. Bunger (2) |
1,080,467 | 3.4 | % | |||||
Jeffrey S. Goble (3) |
2,500 | * | ||||||
Deborah K. Keeley (4) |
71,999 | * | ||||||
Ronald J. Marusiak (5) |
327,556 | 1.1 | % | |||||
Stephen A McConnell (6) |
125,500 | * | ||||||
Lawrence Trachtenberg (7) |
422,830 | 1.4 | % | |||||
Michael L. Watts (8) |
11,250 | * | ||||||
All directors and executive officers as a group
(7 persons) (9) |
2,042,102 | 6.4 | % | |||||
5% Holders: |
||||||||
Columbia Wanger Asset Management, L.P. (10) |
1,700,000 | 5.5 | % | |||||
Luther King Capital Management Corporation (11) |
1,649,258 | 5.4 | % | |||||
Smith Group (12) |
1,544,296 | 5.0 | % | |||||
T. Rowe Price Associates, Inc. (13) |
2,433,368 | 7.9 | % | |||||
TimesSquare Capital Management, LLC (14) |
2,329,178 | 7.6 | % |
* | Less than 1%. |
(1) | The members of Bunger Holdings, L.L.C. are Steven G. Bunger, Carolyn A. Clawson, Michael J. Bunger, Jennifer Blackwell and Susan Keating, who are siblings. | |
(2) | Includes 104,000 shares owned by Bunger Holdings, L.L.C.; 218,590 shares owned by REB/BMB Family Limited Partnership; 30,000 shares of common stock held directly; 6,543 shares of common stock held indirectly in the Mobile Mini 401(K) plan; 688,000 shares subject to exercisable options; and 33,334 shares of restricted stock which are forfeitable until vested (shares of restricted stock vest in equal annual installments on the anniversary of the award date). | |
(3) | Includes 2,500 shares subject to exercisable options. | |
(4) | Includes 4,999 shares of common stock held indirectly in the Mobile Mini 401(K) plan; 57,000 shares subject to exercisable options and 10,000 shares of restricted stock which are forfeitable until vested (shares of restricted stock vest in equal annual installments on the anniversary of the award date). | |
(5) | Includes 132,000 shares held by a Profit Sharing Plan and Trust of which Mr. Marusiak is Trustee and Plan Administrator. Mr. Marusiak disclaims any beneficial ownership of these shares. Also includes 26,800 shares held by Mr. Marusiaks children, 45,506 shares held by Mr. Marusiak and his wife, and 123,250 shares subject to exercisable options. | |
(6) | Includes 39,250 shares of common stock held directly and 86,250 shares subject to exercisable options. |
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(7) | Includes 58,122 shares of common stock, of which 51,666 are held directly and 6,675 shares of common stock held indirectly in the Mobile Mini 401(K) plan, 364,454 shares subject to exercisable options and 26,666 shares of restricted stock which are forfeitable until vested (shares of restricted stock vest in equal annual installments on the anniversary of the award date). | |
(8) | Includes 11,250 shares of common stock subject to exercisable options. | |
(9) | Includes 639,398 shares of common stock; 1,332,704 shares subject to exercisable options and 70,000 shares of restricted stock which are forfeitable until vested (shares of restricted stock vest in equal annual installments on the anniversary of the award date). | |
(10) | Based solely on the information provided in Amendment No. 5 to Schedule 13G filed with the Securities and Exchange Commission dated February 14, 2006 by Columbia Wanger Asset Management, L.P. (WAM) and WAM Acquisition GP, Inc. (WAM GP). WAM is an Investment Adviser registered under the Investment Advisers Act of 1940 and WAM GP is the general partner of WAM. Each of WAM and WAM GP has shared voting power and shared dispositive power with respect to 1,700,000 shares. Included within the 1,700,000 shares reported by WAM and WAM GP are approximately 1,642,000 shares held by Columbia Acorn Trust, a Massachusetts business trust that is advised by WAM. The address of principal business offices for WAM and WAM GP is 227 West Monroe Street, Suite 3000, Chicago, Illinois 60606. | |
(11) | Based on the information provided in Amendment No. 2 to Schedule 13G filed by Luther King Capital Management Corporation (Luther King) with the Securities and Exchange Commission dated February 10, 2006. Luther King is an Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 and has sole voting and dispositive power over 1,649,258 shares. The business address of Luther King is 301 Commerce Street, Suite 1600, Fort Worth, TX 76102. | |
(12) | Based on the information provided in Amendment No. 5 to Schedule 13G filed by Thomas W. Smith and Scott J. Vassalluzzo, with the Securities and Exchange Commission dated February 14, 2006. Of the 1,544,296 shares, each of Thomas W. Smith and Scott J. Vassalluzzo has shared voting power and shared investment power with respect to 1,313,616 shares. In addition, Thomas W. Smith has sole voting and sole investment power with respect to 230,680 shares. The principal business office of each Thomas W. Smith and Scott J. Vassalluzzo is 323 Railroad Avenue, Greenwich, Connecticut 06830. | |
(13) | Based solely on the information provided in Amendment No. 7 to Schedule 13G jointly filed by T. Rowe Price Associates, Inc. and T. Rowe Price New Horizons Fund, Inc. (collectively the Reporting Persons) with the Securities and Exchange Commission dated February 14, 2006. Of the 2,433,368 shares, T. Rowe Price Associates, Inc. has sole voting power with respect to 428,600 shares and sole dispositive power with respect to 2,433,368 shares, and T. Rowe Price New Horizons Fund, Inc. has sole voting power with respect to 1,984,768 shares. Each of the Reporting Persons is an Investment Adviser registered under the Investment Advisers Act of 1940 and an Investment Company registered under Section 8 of the Investment Company Act of 1940 and, as such, has beneficial ownership of the shares through the investment discretion it exercises over its clients accounts. In each instance, the Reporting Persons clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares. No individual clients holdings of the shares are more than five percent of Mobile Minis outstanding shares of common stock. The business address for the Reporting Persons is 100 E. Pratt Street, Baltimore, Maryland 21202. | |
(14) | Based solely on the information provided in Amendment No. 3 to Schedule 13G filed by TimesSquare Capital Management, LLC (TimesSquare) with the Securities and Exchange Commission dated February 10, 2006. Of the 2,329,178 shares, TimesSquare has sole dispositive power over 2,329,178 and sole voting power with respect to 2,102,778. TimesSquare is an Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 and, in its role as investment advisor, has shared voting and investment power with respect to the 2,329,178 shares. TimesSquares clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares. No individual clients holdings of the shares are more than five percent of Mobile Minis outstanding shares of common stock. The business address of TimesSquare is Four Times Square, 25th Floor, New York, NY 10036. |
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2005 | 2004 | |||||||
Audit fees |
$ | 720,300 | $ | 783,300 | ||||
Audit-related fees |
-0- | 24,700 | ||||||
Tax fees |
70,600 | 45,200 | ||||||
All other fees |
-0- | -0- | ||||||
Total |
$ | 790,900 | $ | 853,200 | ||||
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(a) | Exhibits: |
Exhibit | ||
Number | Description | |
31.1
|
Certification of Chief Executive Officer pursuant to Item 601(b)(31) of Regulation S-K. (Filed herewith). | |
31.2
|
Certification of Chief Financial Officer pursuant to Item 601(b)(31) of Regulation S-K. (Filed herewith). |
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MOBILE MINI, INC. | ||||||
Date: March 22, 2006
|
By: | /s/ Lawrence Trachtenberg | ||||
Lawrence Trachtenberg, Executive Vice President, Chief Financial Officer and Director (Principal Financial Officer) |
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EXHIBIT INDEX
Exhibit | ||
Number | Description | |
31.1
|
Certification of Chief Executive Officer pursuant to Item 601(b)(31) of Regulation S-K. (Filed herewith). | |
31.2
|
Certification of Chief Financial Officer pursuant to Item 601(b)(31) of Regulation S-K. (Filed herewith). |
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