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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X
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*
BIRDWELL DONALD W

(Last) (First) (Middle)
104 INVERNESS CENTER PLACE, SUITE 325

(Street)
BIRMINGHAM AL 35242

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SUNGARD DATA SYSTEMS INC [ SDS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Group Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2005
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 08/10/2005 D 95,586.416 D (1) 62,792(2) D
Common Stock 08/11/2005 M 13,920 A $19.8125 76,712 D
Common Stock 08/11/2005 M 25,200 A $13.375 101,902 D
Common Stock 08/11/2005 M 16,000 A $28.5 117,912 D
Common Stock 08/11/2005 M 29,827 A $32.81 147,739 D
Common Stock 08/11/2005 M 5,040 A $19.8125 152,779 D
Common Stock 08/11/2005 M 51,600 A $19.8125 204,379 D
Common Stock 08/11/2005 M 52,000 A $15.7188 256,379 D
Common Stock 08/11/2005 M 61,200 A $28.5 317,579 D
Common Stock 08/11/2005 D 62,792(6) D $36 254,787 D
Common Stock 08/11/2005 S 254,787 D $36 0 D
Common Stock 08/11/2005 D 6,481(6) D $36 0 I(5) By wife
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
Option to Buy $19.8125 08/11/2005 M 13,920 02/26/2004 03/03/2009 Common Stock 13,920 $0 0 D
Option to Buy $13.375 08/11/2005 M 25,200 01/06/2005 01/11/2010 Common Stock 25,200 $0 0 D
Option to Buy $28.5 08/11/2005 M 16,000 08/11/2005(3) 03/07/2011 Common Stock 16,000 $0 0 D
Option to Buy $32.81 08/11/2005 M 29,827 08/11/2005(3) 03/06/2012 Common Stock 29,827 $0 10,173 D
Option to Buy $19.8125 08/11/2005 M 5,040 02/26/2004 02/26/2009 Common Stock 5,040 $0 0 D
Option to Buy $19.8125 08/11/2005 M 51,600 07/01/2002 03/03/2009 Common Stock 51,600 $0 0 D
Option to Buy $15.7188 08/11/2005 M 52,000 08/11/2005(3) 02/27/2010 Common Stock 52,000 $0 0 D
Option to Buy $28.5 08/11/2005 M 61,200 08/11/2005(3) 03/07/2011 Common Stock 61,200 $0 0 D
Option to Buy $32.81 08/11/2005 D 10,173 08/11/2005(3) 03/06/2012 Common Stock 10,173 (4) 0 D
Option to Buy $32.81 08/11/2005 D 48,750 08/11/2005(3) 03/06/2012 Common Stock 48,750 (4) 0 D
Option to Buy $19.35 08/11/2005 D 64,000 08/11/2005(3) 03/03/2013 Common Stock 64,000 (4) 0 D
Option to Buy $28.28 08/11/2005 D 30,000 08/11/2005(3) 11/06/2013 Common Stock 30,000 (4) 0 D
Option to Buy $28.03 08/11/2005 D 70,600 08/11/2005(3) 02/25/2014 Common Stock 70,600 (4) 0 D
Option to Buy $26.08 08/11/2005 D 71,700 08/11/2005(3) 03/03/2015 Common Stock 71,700 (4) 0 D
Explanation of Responses:
1. In connection with the merger of Solar Capital Corp. with and into the Issuer, shares of the Issuer are being contributed in exchange for equity in the acquiring entities valued, in the aggregate, at an amount equal to $36.00 per share contributed.
2. Includes shares acquired under Issuer's employee stock purchase plan through 03/31/05.
3. Immediately before the effective time of the merger of Solar Capital Corp. with and into the Issuer, all unvested options became fully vested and immediately exercisable.
4. In connection with the merger of Solar Capital Corp. with and into the Issuer, stock options of the Issuer were converted into options to purchase equity in the acquiring entities based on a formula designed to equal the current intrinsic value of the converted options.
5. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
6. In connection with the merger of Solar Capital Corp. with and into the Issuer, shares of the Issuer's common stock were cancelled in the merger for $36 per share.
Leslie S. Brush, Attorney-in-fact for Donald W. Birdwell 08/12/2005
** 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).
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