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^*

ABRAMSON STEVEN V

(Last)

(First)

(Middle)

375 PHILLIPS BLVD.

(Street)

EWING

08618

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL DISPLAY CORP \PA\ [ PANL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2009

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	09/28/2009		F		4,312	D	$12.4	181,061⁽¹⁾	D
Common Stock	09/28/2009		M		13,800	A	$3.875	194,861	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)
Employee Stock Option (right to buy)	$3.875	09/28/2009		M			13,800	10/12/1999	10/12/2009	Common Stock	13,800⁽²⁾	$0	0	D

Explanation of Responses:

1. Since the date of his last ownership report, Mr. Abramson transferred 167,803 unrestricted shares and rights to 17,588 restricted shares to his former spouse pursuant to a domestic relations order. Of the restricted shares, 3,696 shares vest on January 9, 2010, 2,944 shares vest on each of January 9, 2010 and 2011, and 2,668 shares vest on each of January 6, 2010, 2011 and 2012. Mr. Abramson no longer reports as beneficially owned any securities owned by his former spouse.

2. Since the date of his last ownership report, Mr. Abramson transferred 16,200 of these stock options to his former spouse pursuant to a domestic relations order. Pursuant to this order, Mr. Abramson also transferred the following stock options to his former spouse: 8,100 options granted on December 14, 2000 at an exercise price of $9.4375 per share; 10,800 options granted on March 30, 2001 at an exercise price of $10.3125 per share; 21,600 options granted on December 17, 2001 at an exercise price of $8.56 per share; 21,600 options granted on September 23, 2002 at an exercise price of $5.45 per share; 21,600 options granted on January 20, 2004 at an exercise price of $16.94 per share; 27,000 options granted on January 18, 2005 at an exercise price of $8.14 per share; and 27,000 options granted on December 30, 2005 at an exercise price of $10.51 per share. All of these stock options expire 10 years after the original grant date.

Remarks:

	/s/ Steven V. Abramson	09/30/2009
	** 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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