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*
MATTHIAS REBECCA C

(Last) (First) (Middle)
C/O DESTINATION MATERNITY CORPORATION
456 NORTH FIFTH STREET

(Street)
PHILADELPHIA PA 19123

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Destination Maternity Corp [ DEST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CCO
3. Date of Earliest Transaction (Month/Day/Year)
11/18/2009
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 11/18/2009 M 23,706 A $9.5 47,128 D
Common Stock 11/18/2009 M 20,342 A $9.5 37,390 I By Husband
Common Stock 11/18/2009 M 5,840 A $7.7 43,230 I By Husband
Common Stock 11/18/2009 M 9,802 A $12.86 53,032 I By Husband
Common Stock 11/18/2009 M 7,794 A $10.01 60,826 I By Husband
Common Stock 11/19/2009 S 1,100 D $20.5 59,726 I By Husband
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 (Right to Buy) $10.01 (1) 11/28/2015 Common Stock 40,000 40,000 D
Option (Right to Buy) $9.5 11/18/2009 D 36,294 (2) 10/02/2010 Common Stock 36,294 (6) 23,706 D
Option (Right to Buy) $9.5 11/18/2009 M 23,706 (2) 10/02/2010 Common Stock 23,706 $0 0 D
Option (Right to Buy) $9.5 11/18/2009 D 39,658 (2) 10/02/2010 Common Stock 39,658 (6) 20,342 I By Husband
Option (Right to Buy) $9.5 11/18/2009 M 20,342 (2) 10/02/2010 Common Stock 20,342 $0 0 I By Husband
Option (Right to Buy) $7.7 11/18/2009 D 9,160 (3) 11/15/2011 Common Stock 9,160 (6) 5,840 I By Husband
Option (Right to Buy) $7.7 11/18/2009 M 5,840 (3) 11/15/2011 Common Stock 5,840 $0 0 I By Husband
Option (Right to Buy) $12.86 11/18/2009 D 30,198 (4) 11/24/2014 Common Stock 30,198 (6) 9,802 I By Husband
Option (Right to Buy) $12.86 11/18/2009 M 9,802 (4) 11/24/2014 Common Stock 9,802 $0 0 I By Husband
Option (Right to Buy) $10.01 11/18/2009 D 16,206 (5) 11/28/2015 Common Stock 16,206 (6) 7,794 I By Husband
Option (Right to Buy) $10.01 11/18/2009 M 7,794 (5) 11/28/2015 Common Stock 7,794 $0 16,000 I By Husband
Explanation of Responses:
1. As of November 6, 2009, 24,000 shares underlying the $10.01 options are vested and exercisable. On November 28, 2009, 8,000 additional shares will vest and become exercisable. Pursuant to that certain Letter Agreement dated November 6, 2009 between the Issuer and the Reporting Person, the remaining 8,000 shares originally scheduled to vest and become exercisable on November 28, 2010 will vest and become exercisable on September 30, 2010.
2. The options were fully vested and exercisable on October 2, 2000.
3. The options were fully vested and exercisable on November 15, 2001.
4. The options were fully vested and exercisable on November 24, 2004.
5. The options granted on November 28, 2005 vest and become exercisable in five (5) equal annual installments beginning on November 28, 2006.
6. Inherent value of these options being surrendered to the Issuer is being applied to pay the exercise price for the option exercise reported in the next line in this Table II.
Rebecca C. Matthias signed by Ronald J. Masciantonio under Power of Attorney 11/20/2009
** 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).
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