| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SERVICEMASTER CO [ SVM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2007 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 $.01 par value | 03/01/2007 | F | 3,728(1) | D | $13.35 | 101,685(2) | D | |||
| Common stock $.01 par value | 3,820(2) | I | Deferred Comp | |||||||
| Common stock $.01 par value | 169(3) | I | 401 (k) plan | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| 2000 Emplee Stock Option (Right to Buy) | $9.88 | 03/18/2004 | 03/18/2013 | Common stock $.01 par value | 60,000 | 60,000(4) | D | ||||||||
| 2000 Emplee Stock Option (Right to Buy) | $13.73 | 04/08/2003 | 04/07/2009 | Common stock $.01 par value | 200,000 | 200,000(4) | D | ||||||||
| 2003 EIP Stock Appreciation Right | $10.73 | 02/13/2005 | 02/12/2014 | Common Stock | 45,000 | 45,000 | D | ||||||||
| 2003 EIP Stock Appreciation Right | $12.45 | 02/14/2007 | 02/13/2016 | Common Stock | 55,000 | 55,000(5) | D | ||||||||
| 2003 EIP Stock Appreciation Right | $13.44 | 02/11/2006 | 02/10/2015 | Common Stock | 50,000 | 50,000 | D | ||||||||
| Explanation of Responses: |
| 1. Shares withheld for the tax obligation on restricted stock vesting. Mr. Engel has an agreement on file to automatically withhold shares for all vesting of restricted stock and restricted stock units. The agreement was pre-cleared and signed on August 10, 2005. |
| 2. Shares distributed from the Deferred Compensation Plan to direct holding by Mr. Engel. The Deferred Compensation distribution schedule was elected by Mr. Engel in 2002 when he became active in the plan. Also includes share purchased through the dividend reinvestment feature of the Deferred Compensation Plan through February 28, 2007. |
| 3. Includes shares acquired through the ServiceMaster Profit Sharing and Retirement Plan through February 28, 2007. |
| 4. The option is exercisable in five equal annual installments beginning on the first anniversary of the date of the grant. |
| 5. The stock appreciation right is exercisable in five equal annual installments beginning on the first anniversary of the date of grant. |
| Cristen Kogl by power of attorney | 03/05/2007 | |
| ** 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. | ||