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
TESORO CORP /NEW/ [ TSO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/28/2008 | ||||||||||||||||||||||||||
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 | 08/28/2008 | M | 50,000 | A | $7.97 | 1,840,361 | D | |||
Common Stock | 08/28/2008 | S | 50,000(3) | D | $18.36(4) | 1,790,361(2) | D | |||
Common Stock | 08/28/2008 | M | 70,763 | A | $7.97 | 1,861,124 | D | |||
Common Stock | 08/28/2008 | S | 70,763(3) | D | $19(1) | 1,790,361(2) | D |
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 | ||||||||
Employee Stock Option | $7.97 | 08/28/2008 | M | 50,000 | 10/27/1999 | 10/27/2008 | Common Stock | 50,000 | $18.36 | 3,986,600 | D | ||||
Employee Stock Option | $7.97 | 08/28/2008 | M | 70,763 | 10/27/1999 | 10/27/2008 | Common Stock | 70,763 | $19 | 3,915,837 | D |
Explanation of Responses: |
1. Avg Sale Price. 70,763 shares sold as: 56,400 at 19.00, 2,100 at 19.01, 250 at 19.015, 1,700 at 19.02, 1,300 at 19.025, 3,750 at 19.03, 1,950 at 19.035, 600 at 19.05, 113 at 19.07, 900 at 19.085, 600 at 19.09, 600 at 19.095, 300 at 19.10, and 200 at 19.105. |
2. Balance includes 699,368 shares of restricted shares, 21,815 shares in Company's Thrift Plan and direct ownership of of 1,069,178 shares. |
3. Exercise pursuant to 10b5-1 Trading Plan governing stock grant from October 27, 1998 for a total of 563,800 shares that will expire on October 27, 2008. 136,137 shares remain available under this grant. |
4. Avg Sale Price. 50,000 shares sold as:300 at 17.67, 300 at 17.69, 900 at 17.70, 600 at 17.71, 1400 at 17.72, 2000 at 17.73, 600 at 17.74, 300 at 17.76, 300 at 17.77, 800 at 17.78, 100 at 17.79, 300 at 17.80, 100 at 17.86, 600 at 17.89, 400 at 17.90, 300 at 17.92, 700 at 17.93, 400 17.94, 400 17.95, 400 at 17.96, 300 at 17.97, 1300 at 17.98, 1100 at 17.99, 1300 at 18.00, 400 at 18.03, 400 at 18.05, 500 at 18.07, 200 at 18.09, 400 at 18.14, 600 at 18.17, 400 at 18.18, 400 at 18.21, 400 at 18.24, 400 at 18.26, 700 at 18.28, 1500 at 18.29, 500 at 18.38, 600 at 18.41, 2300 at 18.42, 300 at 18.43, 1700 at 18.45, 500 at 18.46, 500 at 18.47, 400 at 18.50, 400 at 18.51, 400 at 18.52, 400 at 18.53, 1800 at 18.54, 900 at 18.55, 1000 at 18.56, 1700 at 18.58, 400 at 18.60, 1000 at 18.61, 1800 at 18.62, 600 at 18.63, 1000 at 18.66, 400 at 18.67, 400 at 18.69, 700 at 18.84, 1300 at 18.91, 1300 at 18.94, 2200 at 18.95, 600 at 18.96, 600 at 18.97, 1700 at 18.99, 100 at 19.00, 1000 at 19.04. |
Remarks: |
Charles S. Parrish - Attorney-in-Fact for Bruce A. Smith | 09/02/2008 | |
** 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. |