SEC Form 4
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
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*
WALSH PAUL

(Last) (First) (Middle)
4900 N. SCOTTSDALE ROAD
SUITE 1000

(Street)
SCOTTSDALE AZ 85251

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EFUNDS CORP [ EFD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock (82,593)(1) 06/18/2007 G(1) V 4,400 D $0.00 78,193 D
Common Stock (78,193)(2) 06/18/2007 J(2) 39,600 D $35.35 38,593 D
Restricted Stock Units (44339)(3) 44,339 D
Restricted Stock Units (52576)(4) 52,576 D
Restricted Stock Units (59224)(5) 59,224 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Option (right to buy) 484692 (6) (6) (6) Common Stock (6) 484,692 D
Option (right to buy) 556998 (7) (7) (7) Common Stock (7) 556,998 D
Option (right to buy) 420402 (8) (8) (8) Common Stock (8) 420,402 D
Explanation of Responses:
1. Represents shares given, in equal installments, to four irrevocable trusts (the "Trusts") established for the benefit of the holder's adult children. The holder does not have or share the power to vote or direct the disposition of the shares held by the Trusts or profit or share in the profits derived in any transactions in the subject securities by the Trusts.
2. Represents shares sold, in equal installments, to the four Trusts.
3. Restricted Stock units were granted on January 13, 2005 (original grant 23,868 units), May 18, 2006 (original grant 22,026 units) and February 13, 2007 (original grant 21,699 units). The units will generally vest and be converted into shares of common stock in three equal installments on February 19th in each of the three succeeding years following the date of grant if the holder continues in the employ of the Company through the applicable vesting date. The units will vest in their entirety in the event the holder dies, becomes disabled or if there is a change in control of the Company. If the employment of the holder is terminated without cause, the holder resigns for good reason or, with respect to the 2005 award, if the holder retires after September 16, 2007, the vesting of any portion of the units that was scheduled to vest on or before the second anniversary of the date of termination of the holder's employment will be accelerated.
4. Restricted Stock units (original grant 52,576 units) were granted on November 3, 2004. 50% of the units will vest on the fifth anniversary of the grant date and 12-1/2% shall vest on each of the sixth, seventh, eight and ninth anniversaries of the grant date if the holder continues in the employ of the Company through the applicable vesting date. The vesting of the units is subject to acceleration if the holder dies, becomes disabled or if there is a change in control of the Company. The vesting of the units is also subject to acceleration if the employment of the holder is terminated without cause, the holder resigns for good reason or if the holder retires after May 2011. Any vested units shall be converted into shares of the Company's common stock six months after the termination of the holder's employment with the Company.
5. Restricted Stock units were granted on February 26, 2007 (original grant 59,224 units). The units will generally vest and be converted into shares of common stock in equal installments on February 19, 2010 and February 19, 2011 if the holder continues to provide services to the Company through the applicable vesting date. The vesting of all or a portion the units is subject to acceleration upon the death or disability of the holder, the termination of the holder?s services by the Company without cause after February 26, 2009 and in circumstances involving a change in control of the Company (each a "Retention Acceleration Event").
6. Options were granted under the Company's Stock Incentive Plan on September 16, 2002 (307,692 shares @ $9.42 per share) and February 19, 2004 (177,000 shares @ $16.27 per share). The options have a term of ten years from the date of grant and have vested in their entirety.
7. Options were granted under the Company's Stock Incentive Plan on January 13, 2005 (177,000 shares @ $21.38 per share), February 16, 2006 (177,000 shares @ $23.02 per share) and February 13, 2007 (202,998 shares @ $24.02 per share). The options have a term of ten years from the date of grant. One-third of each option vests on each of the three succeeding anniversaries of the date of grant if the holder continues in the employ of the Company through the applicable vesting date. The options will vest in their entirety in the event the holder dies, becomes disabled or if there is a change in control of the Company. If the employment of the holder is terminated without cause, the holder resigns for good reason or, with respect to the 2005 award, if the holder retires after September 16, 2007, the vesting of any portion of the options that was scheduled to vest on or before the second anniversary of the date of termination of the holder's employment will be accelerated.
8. Options were granted under the Company?s 2006 Stock Incentive Plan on February 26, 2007 (420,402 shares @ $25.89 per share). The option will generally vest and become exercisable in equal installments on the third and fourth anniversaries of its date of grant, subject to acceleration upon the occurrence of a Retention Acceleration Event.
Remarks:
Paul F. Walsh by Steven F. Coleman /s/ Steven F. Coleman 06/19/2007
** 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).
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