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
METROPCS COMMUNICATIONS INC [ PCS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/12/2012 | ||||||||||||||||||||||||||
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 | 12/12/2012 | M | 15,400 | A | $6.73 | 420,562 | D | |||
Common Stock | 12/12/2012 | M | 4,666 | A | $9.55 | 425,228 | D | |||
Common Stock | 12/12/2012 | M | 25,302 | A | $7.1333 | 450,530 | D | |||
Common Stock | 12/12/2012 | M | 41,322 | A | $7.1333 | 491,852 | D | |||
Common Stock | 12/12/2012 | M | 13,650 | A | $7.1533 | 505,502 | D | |||
Common Stock | 12/12/2012 | M | 20,280 | A | $7.1533 | 525,782 | D | |||
Common Stock | 12/12/2012 | M | 5,070 | A | $7.1533 | 530,852 | D | |||
Common Stock | 2,403,561 | I | Held directly by ACP Family Partnership L.P.(1) | |||||||
Common Stock | 1,685,254 | I | Held directly by Ellmore C. Patterson Partners(1) | |||||||
Common Stock | 351,751 | I | Held directly by ACP 2007 ACCEL-7 GRAT U/A/D 4/2/07(1) | |||||||
Common Stock | 351,752 | I | Held directly by ACP 2007 ACCEL-10 GRAT U/A/D 4/2/07(1) |
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 | ||||||||
Stock Option (right to buy) | $6.73 | 12/12/2012 | M | 15,400 | (2) | 03/11/2020 | Common Stock | 15,400 | $0 | 1,400 | D | ||||
Stock Option (right to buy) | $9.55 | 12/12/2012 | M | 4,666 | (3) | 02/07/2022 | Common Stock | 4,666 | $0 | 12,134 | D | ||||
Stock Option (right to buy) | $7.1333 | 12/12/2012 | M | 25,302 | (4) | 08/03/2015 | Common Stock | 25,302 | $0 | 0 | D | ||||
Stock Option (right to buy) | $7.1333 | 12/12/2012 | M | 41,322 | (4) | 08/03/2015 | Common Stock | 41,322 | $0 | 0 | D | ||||
Stock Option (right to buy) | $7.1533 | 12/12/2012 | M | 13,650 | (5) | 03/14/2016 | Common Stock | 13,650 | $0 | 0 | D | ||||
Stock Option (right to buy) | $7.1533 | 12/12/2012 | M | 20,280 | (5) | 03/14/2016 | Common Stock | 20,280 | $0 | 0 | D | ||||
Stock Option (right to buy) | $7.1533 | 12/12/2012 | M | 5,070 | (5) | 03/14/2016 | Common Stock | 5,070 | $0 | 0 | D |
Explanation of Responses: |
1. The reporting person is affiliated with the following entities, and with such entities is deemed to be a member of a "group" under Section 13(d) of the Securities Exchange Act of 1934, as amended: ACP Family Partnership L.P., Ellmore C. Patterson Partners, ACP 2007 ACCEL-7 GRAT U/AD 4/2/07 and ACP 2007 ACCEL-10 GRAT U/A/D 4/2/07. The reporting person disclaims beneficial ownership of the securities held by such entities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
2. The option was granted March 11, 2010 for a term expring on March 11, 2020. The option vested over a period of three years as follows: The option vested and became exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan). |
3. The option was granted February 7, 2012 for a term expiring on February 7, 2022. The option vested over a period of three years as follows: The option vested and became exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan). |
4. The option was granted August 3, 2005 for a term expiring on August 3, 2015. The option vested over a period of three years as follows: The option vested and became exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan). |
5. The option was granted on March 14, 2006 for a term expring on March 14, 2016. The option vested over a period of three years as follows: The option vested and become exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan). |
Remarks: |
Exhibit List Exhibit 24 - Power of Attorney |
/s/ Catherine Noyes, as Attorney in Fact for Arthur C. Patterson | 12/14/2012 | |
** 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. |