| 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
ID SYSTEMS INC [ IDSY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/30/2014 | ||||||||||||||||||||||||||
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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, par value $0.01 per share | 03/30/2014 | F | 2,683(1) | D | $5.76 | 550,906(2)(3) | D | |||
| Common Stock, par value $0.01 per share | 09/08/2014 | A | 50,000(4) | A | $0(4) | 600,906(2)(3) | D | |||
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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 | ||||||||
| Explanation of Responses: |
| 1. These shares of common stock, par value $0.01 per share ("Common Stock"), of I.D. Systems, Inc. (the "Company") were withheld by the Company to satisfy tax withholding obligations upon the vesting of a restricted stock award previously made to Kenneth S. Ehrman (the "Reporting Person"), as permitted under the Company's 2007 Equity Compensation Plan, as amended (the "Plan"). |
| 2. This number also includes (i) 12,500 restricted shares of Common Stock which vest on March 27, 2015, provided that the Reporting Person is employed by the Company on such date; provided, further, that if the Reporting Person is terminated other than for Cause (as such term is defined in the Plan) within the nine-month period immediately following June 20, 2014, 100% of such restricted shares shall vest immediately, (ii) 6,374 restricted shares of Common Stock which vest on March 29, 2015, provided that the Reporting Person is employed by the Company on such date, (iii) 12,500 restricted shares of Common Stock which vest on March 27, 2016, provided that the Reporting Person is employed by the Company on such date; provided, further, that if the Reporting Person is terminated other than for Cause within the nine-month period immediately following June 20, 2014, 100% of such restricted shares shall vest immediately, (continue with footnote (3)) |
| 3. (iv) 6,991 restricted shares of Common Stock which vest on April 4, 2016, provided that the Reporting Person is employed by the Company on such date, (v) 49,000 shares of Common Stock held by the IRA account of the Reporting Person's spouse, and (vi) 16,500 shares of Common Stock held by the 401(k) account of the Reporting Person. |
| 4. On September 8, 2014 (the "Grant Date"), the Reporting Person was granted 50,000 restricted shares of Common Stock under the Plan, in consideration of his services as an officer of the Company. Subject to the terms and conditions of a restricted stock award agreement and the Plan, this award vests as to 25% of such shares on each of the first, second, third and fourth anniversaries of the Grant Date, provided that the Reporting Person is employed by the Company on each such date. |
| Remarks: |
| President and Chief Executive Officer |
| /s/ Kenneth S. Ehrman | 09/10/2014 | |
| ** 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. | ||