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
PEPSI BOTTLING GROUP INC [ PBG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/23/2009 | ||||||||||||||||||||||||||
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 | 03/23/2009 | M | 19,566 | A | $11.5 | 42,116 | D | |||
Common Stock | 03/23/2009 | M | 5,823 | A | $9.89 | 47,939 | D | |||
Common Stock | 03/23/2009 | S | 19,566(1) | D | $19.84(2) | 28,373 | D | |||
Common Stock | 03/23/2009 | S | 5,823(3) | D | $19.84(2) | 22,550(4) | D |
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 Options (Right to Buy) | $11.5 | 03/23/2009 | M | 19,566(5) | 06/01/1999 | 03/30/2009 | Common Stock | 19,566(5) | $0.00(6) | 0 | D | ||||
Director Stock Options (Right to Buy) | $9.89 | 03/23/2009 | M | 5,823(7) | 04/01/2000 | 04/01/2010 | Common Stock | 5,823(7) | $0.00(6) | 16,927 | D |
Explanation of Responses: |
1. The reporting person sold 19,566 shares of common stock which were acquired as a result of the exercise of stock options (as reflected in Table II). The stock options were granted to the reporting person in March 1999 and expire in March 2009. The sale was conducted pursuant to a Rule 10b5-1 trading plan, which became effective September 4, 2008. |
2. The shares with respect to this transaction were sold at prices ranging from $19.65 to $20.00. Upon request, the reporting person will provide to the Securities and Exchange Commission staff, the Company, or a security holder of the Company, full information regarding the number of shares sold at each separate price. |
3. The reporting person sold 5,823 shares of common stock which were acquired as a result of the exercise of stock options (as reflected in Table II). The stock options were granted to the reporting person in April 2000 and expire in April 2010. The sale was conducted pursuant to a Rule 10b5-1 trading plan, which became effective September 4, 2008. |
4. This number includes 54 shares of restricted stock accumulated as a result of dividends credited in the form of restricted stock on various dates between March 31, 2008 and January 2, 2009 at the same time and in the same amount as dividends were paid to shareholders of Common Stock in accordance with the agreement governing the director's restricted stock award. This number also includes 132 RSUs accumulated as a result of dividend equivalents credited to the director on various dates between March 31, 2008 and January 2, 2009 at the same time and in the same amount as dividends were paid to shareholders of Common Stock in accordance with the agreement governing the director's RSU awards. |
5. The reporting person exercised 19,566 stock options which were granted to the reporting person in March 1999 and expire in March 2009. The exercise was conducted pursuant to a Rule 10b5-1 trading, which became effective on September 4, 2008. |
6. There is no price for this derivative security. |
7. The reporting person exercised 5,823 stock options which were granted to the reporting person in April 2000 and expire in April 2010. The exercise was conducted pursuant to a Rule 10b5-1 trading, which became effective on September 4, 2008. |
Remarks: |
/s/ David Yawman, Attorney-in-Fact | 03/24/2009 | |
** 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. | ||
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. |