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*
RUPRECHT WILLIAM F

(Last) (First) (Middle)
1334 YORK AVENUE

(Street)
NEW YORK NY 10021

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SOTHEBYS [ BID ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/21/2007
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 02/20/2007 M 1,500 A (1) 644,496(2)(3)(4) D
Common Stock 02/20/2007 S 2,500 D $39 641,996(2)(4) 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
Employee Stock Option-Right to Buy(4)(5) $8.65 02/20/2007 M 1,500 (6) 08/05/2013 Common Stock 1,500 (1) 100,000 D
Explanation of Responses:
1. Not Applicable
2. Includes 624,313 shares of unvested restricted stock.
3. The Reporting Person sold 200 shares of common stock that was timely reported in a Form 4 filed on January 23, 2007 with the Securities and Exchange Commission ("SEC"). However, the Number of Securities Beneficially Owned Following Reporting Transactions figure inadvertently continued to include the sold shares in that and each subsequent Form 4 filed. This Form 4 corrects this error.
4. The Reporting Person exercised options with respect to 1,500 underlying shares of common stock and sold those shares as well as 1,000 additional shares owned by him. A Form 4 filed on February 21, 2007 timely reported the sale of these 2,500 shares but inadvertently did not report the related exercise of options. This Form 4 amends the previously filed Form 4 to correct this error.
5. Granted under the Issuer's 1997 Employee Stock Option Plan
6. 37,500 stock options became exercisable on each of the following: 8/5/04, 8/5/05 and 8/5/06.
Remarks:
The transaction reported on this Form 4 was pursuant to a 10b5-1 plan entered into by Mr. Ruprecht on December 15, 2006.
/s/ Donaldson C. Pillsbury as Attorney-In-Fact 03/19/2007
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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