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
UNITED FINANCIAL CORP \MN\ [ UBMT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/26/2007 | ||||||||||||||||||||||||||
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, no par value per share | 01/26/2007 | M | 10,312 | A | $7.9332 | 901,220(1) | D | |||
Common Stock, no par value per share | 01/26/2007 | M | 7,218 | A | $9.4133 | 908,438(1) | D | |||
Common Stock, no par value per share | 01/26/2007 | M | 8,250 | A | $11.3456 | 916,688(1) | D | |||
Common Stock, no par value per share | 10,713 | I(2) | By Spouse | |||||||
Common Stock, no par value per share | 57,843 | I(3) | Grantor Trust | |||||||
Common Stock, no par value per share | 40,362 | I(4) | Grantor Trust |
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 | ||||||||
Director Stock Option | $7.9332 | 01/26/2007 | M | 10,312.5 | (5) | 05/23/2010 | common stock | 10,312.5 | $0 | 0 | D | ||||
Director Stock Option | $9.4133 | 01/26/2007 | M | 7,218.75 | (5) | 05/22/2011 | common stock | 7,218.75 | $0 | 0 | D | ||||
Director Stock Option | $11.3456 | 01/26/2007 | M | 8,250 | (5) | 05/21/2012 | common stock | 8,250 | $0 | 0 | D |
Explanation of Responses: |
1. Includes 27,637 shares held in an IRA for the benefit of Mr. Morrison. |
2. 2,681 shares in an IRA account for the benefit of spouse, Susan Morrison and 8,032 held in a trust for the benefit of Susan Morrison, of which Susan Morrison is trustee. |
3. Held by Central Bancshares, Inc. of which John Morrison owns 100% of the common stock indirectly through a grantor trust. |
4. Held by Central Financial Services, Inc. of which John M. Morrison owns 100% of the common stock indirectly through a grantor trust. |
5. Pursuant to that certain Agreement and Plan of Merger dated November 6, 2006 between the Company, U.S. Bancorp, and Cascade Acquisition Corporation (the "Agreement"), following approval by the Company's shareholders of the merger contemplated by the Agreement, all options to purchase Company common stock became fully vested and exercisable immediately effective as of January 25, 2007. |
John M. Morrison | 01/30/2007 | |
** 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. |