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*
VECSI JAN MARTENS

(Last) (First) (Middle)
C/O PDI, INC., 1 ROUTE 17 SOUTH
SADDLE RIVER EXECUTIVE CENTRE

(Street)
SADDLE RIVER NJ 07458

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PDI INC [ PDII ]
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)
06/04/2008
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)
Code V Amount (A) or (D) Price
Common Stock(1) 8,258 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
Stock Option (right to buy) $27 (2) 06/02/2009 Common Stock 3,750 3,750 D
Stock Option (right to buy) $27.84 (2) 06/07/2010 Common Stock 7,500 11,250 D
Stock Option (right to buy) $83.69 (2) 07/11/2011 Common Stock 7,500 18,750 D
Stock Option (right to buy) $14.16 (2) 07/18/2012 Common Stock 7,500 26,250 D
Stock Option (right to buy) $17.6 (2) 07/15/2013 Common Stock 7,500 33,750 D
Stock Option (right to buy) $31.62 (2) 06/16/2014 Common Stock 7,500 41,250 D
Stock Option (right to buy) $11.49 (2) 06/07/2015 Common Stock 7,500 48,750 D
Restricted Stock Units (3) 06/04/2008 A 5,555 (4) (4) Common Stock 5,555 $0 54,305(5) D
Explanation of Responses:
1. Includes 1,083 restricted shares of common stock that vest on 6/6/09.
2. Currently exercisable.
3. Each restricted stock unit represents a right to receive one share of PDI common stock.
4. On June 4, 2008, the date of the Company's annual meeting of shareholders, Ms. Vecsi was granted 5,555 restricted stock units, one-third of which vest on June 4, 2009, June 4, 2010 and June 4, 2011.
5. Total reflects that 7,500 stock options expired on May 19, 2008.
Remarks:
Exhibit 24 Power of attorney filed as Exhibit 24 to Form 4 dated 6/7/05 and incorporated herein by reference.
Jan Martens Vecsi by Power of Attorney 06/06/2008
** 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.