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*
CLARKE JANET M

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/12/2007
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 (1870) 09/12/2007 D 1,870 D (1) 0 D
Restricted Stock Units (3580.49)(2) 09/12/2007 D 3,580.49 D (1) 0 D
Restricted Stock Units (2010)(3) 09/12/2007 D 2,010 D (1) 0 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) 44507 (4) 09/12/2007 D 44,507 (4) (4) Common Stock (4) (4) 0 D
Explanation of Responses:
1. Shares or restricted stock units were disposed of pursuant to the merger agreement, dated June 26, 2007 (the "Merger Agreement"), by and between the Company, Fidelity National Information Services, Inc. and Agamemnon Merger Corp. in exchange for the merger consideration (the "Merger Consideration") of $36.50 per share.
2. Includes Restricted Stock Units granted in lieu of director's fees. The units were originally scheduled to vest and be converted into shares of the Company's common stock following the termination of the holder's services on the Board.
3. Restricted Stock Units were granted on February 19, 2004 (800), March 23, 2005 (1,100), May 18, 2006 (1,011) and February 13, 2007 (969). The units were originally scheduled to 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 continued to provide services to the Company through the applicable vesting date. The vesting of the awards was subject to acceleration upon the occurrence of the holder's death, disability or, for awards granted prior to 2007, approved retirement and in the event of a change in control of the Company (each, an "Acceleration Event").
4. Options were canceled in the merger referenced in footnote 1 in exchange for a cash payment equal to the amount obtained by multiplying (i) the difference between the Merger Consideration and the exercise price of the option by (ii) the number of shares subject thereto. Ten year options were granted on January 2, 2001 (7,692 shares @ $10.56 per share), January 1, 2002 (6,000 shares @ $13.78 per share), April 1, 2003 (13,862 shares @ $7.30 per share), February 19, 2004 (4,750 shares @ $16.27 per share), March 23, 2005 (3,550 shares @ $21.13 per share), February 16, 2006 (3400 shares @ $23.02 per share) and February 13, 2007 (5,253 shares @ $24.02 per share). Options granted in 2003 and thereafter were originally scheduled to vest in three equal annual installments if, subject to certain exceptions, the holder continued to provide services to the Company through the applicable vesting date. The vesting of the awards was subject to acceleration upon the occurrence of an Acceleration Event
Remarks:
Janet M. Clarke by Steven F. Coleman /s/ Steven F. Coleman 09/12/2007
** 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).
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.