SEC FORM 4

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^*

ROMNEY G SCOTT

(Last)

(First)

(Middle)

ONE CAMPUS MARTIUS

(Street)

DETROIT

48226-5099

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
COMPUWARE CORP [ CPWR ]

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)
03/27/2014

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	03/27/2014		M		11,208	A	$0.0000	11,208	D
Common stock	03/27/2014		M		999	A	$0.0000	12,207	D
Common stock	03/27/2014		M		535	A	$0.0000	12,742	D
Common stock	03/28/2014		M		85,452	A	$0.0000	98,194	D
Common stock	03/28/2014		M		21,244	A	$0.0000	119,438	D
Common stock	03/28/2014		M		16,666	A	$0.0000	136,104	D
Common stock	03/28/2014		M		5,185	A	$0.0000	141,289	D
Common stock	03/28/2014		M		5,000	A	$6.075	146,289	D
Common stock	03/28/2014		M		2,140	A	$0.0000	148,429	D
Common stock	03/28/2014		M		1,731	A	$0.0000	150,160	D
Common stock	03/28/2014		M		407	A	$0.0000	150,567	D
Common stock	03/28/2014		M		166	A	$0.0000	150,733	D
Common stock	03/28/2014		M		129	A	$0.0000	150,862	D
Common stock	03/28/2014		M		115	A	$0.0000	150,977	D
Common stock	03/28/2014		M		111	A	$0.0000	151,088	D
Common stock	03/28/2014		M		106	A	$0.0000	151,194	D
Common stock	03/28/2014		S		1,500	D	$10.34	149,694	D
Common stock	03/28/2014		S		12,222	D	$10.32	137,472	D
Common stock	03/28/2014		S		12,530	D	$10.33	124,942	D
Common stock	03/28/2014		S		13,261	D	$10.35	111,681	D
Common stock	03/28/2014		S		25,203	D	$10.31	86,478	D
Common stock	03/28/2014		S		36,026	D	$10.3	50,452	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Dividend Equivalent Rights	⁽¹⁾	03/27/2014		M			535	⁽¹⁾	⁽¹⁾	Common stock	535	$0.0000	2,145.5255	D
Restricted Stock Units	⁽²⁾	03/27/2014		M			999	03/27/2014⁽³⁾	⁽³⁾	Common stock	999	$0.0000	0.0000	D
Restricted Stock Units	⁽²⁾	03/27/2014		M			11,208	08/26/2013⁽³⁾	⁽³⁾	Common stock	11,208	$0.0000	0.0000	D
Dividend Equivalent Rights	⁽¹⁾	03/28/2014		M			2,140	⁽¹⁾	⁽¹⁾	Common stock	2,140	$0.0000	0.0000⁽⁴⁾	D
Non-Qualified Stock Option (right to buy)	$6.075	03/28/2014		M			5,000	05/05/2006⁽⁵⁾	05/05/2015	Common stock	5,000	$0.0000	0.0000	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			106	⁽⁶⁾	⁽⁶⁾	Common stock	106	$0.0000	88,111	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			111	⁽⁶⁾	⁽⁶⁾	Common stock	111	$0.0000	88,000	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			115	⁽⁶⁾	⁽⁶⁾	Common stock	115	$0.0000	87,885	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			129	⁽⁶⁾	⁽⁶⁾	Common stock	129	$0.0000	87,756	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			166	⁽⁶⁾	⁽⁶⁾	Common stock	166	$0.0000	87,590	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			407	⁽⁶⁾	⁽⁶⁾	Common stock	407	$0.0000	87,183	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			1,731	⁽⁶⁾	⁽⁶⁾	Common stock	1,731	$0.0000	85,452	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			85,452	⁽⁶⁾	⁽⁶⁾	Common stock	85,452	$0.0000	0.0000	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			16,666	08/23/2010⁽⁷⁾	⁽⁷⁾	Common stock	16,666	$0.0000	0.0000	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			5,185	08/24/2009⁽⁷⁾	⁽⁷⁾	Common stock	5,185	$0.0000	21,244	D
Restricted Stock Units	⁽²⁾	03/28/2014		M			21,244	08/24/2009⁽⁷⁾	⁽⁷⁾	Common stock	21,244	$0.0000	0.0000	D

Explanation of Responses:

1. Settlement of dividend equivalent rights in connection with vesting of the restricted stock units ("RSUs"). The rights accrued when and as dividends were paid on Compuware common stock and became exercisable proportionately with the RSUs to which they related. Each dividend equivalent right is in the form of RSUs and is the economic equivalent of one share of Compuware common stock.

2. 1 for 1

3. Restricted stock units ("RSUs") vest 100% on the date immediately preceding the next annual meeting of shareholders following the grant date and become payable in common stock upon vesting.

4. Fractional units are rounded down to the nearest whole share and cancelled.

5. The stock option vests annually in 25% increments.

6. Restricted stock units ("RSUs") vest 100% on the grant date and, pursuant to the terms of the award agreement, are payable in common stock within 30 days after the date the director ceases to be a member of the Board of Directors. This transaction is reporting the settlement of the award following the Reporting Person's separation from service on the Board.

7. Restricted stock units ("RSUs") vest 100% on the date immediately preceding the next annual meeting of shareholders following the grant date. RSUs are subject to a deferral election executed by the Reporting Person and are payable in common stock within 30 days after the date the director ceases to be a member of the Board of Directors. This transaction is reporting the settlement of the award following the Reporting Person's separation from service on the Board.

	By: /s/ Daniel S. Follis, Jr., Attorney-in-Fact	03/31/2014
	** 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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