4 1 edgar.htm 4 Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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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).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB Number: 3235-0287
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Filed By
Romeo and Dye's
Section 16 Filer
www.section16.net



1. Name and Address of Reporting Person*

Gillespie, Theresa E.

2. Issuer Name and Ticker or Trading Symbol
Western Wireless Corporation (WWCA)

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
X Director                                   X 10% Owner
X Officer (give title below)          Other (specify below)

Executive Vice President                          

(Last)      (First)     (Middle)

c/o Western Wireless Corporation
3650 131st Avenue SE

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
1/6/2003

(Street)

Bellevue, WA 98006

5. If Amendment,
Date of Original
(Month/Day/Year)
 
7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship Form:
Direct (D)
or Indirect (I)
(Instr. 4)

7. Nature of Indirect
Beneficial Ownership
(Instr. 4)

Code

V

Amount

(A)
or
(D)

Price

Class A Common Stock

1/6/03

 

A

 

30,000(8)

A

 

3,748,619

D

By Stanton and Gillespie TIC(1)

Class A Common Stock

 

 

 

 

 

 

697,288

I

By PN Cellular, Inc. (2)

Class A Common Stock

 

 

 

 

 

 

 

448,192

I

By Stanton Communications Corp.(2)

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).

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 control number

FORM 4 (continued)

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. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Stock Option - Right to Buy

$8.125

 

 

 

 

 

 

 (3)

1/1/2008

Class A Common Stock

534

 

534

I

By Spouse

Stock Option - Right to Buy

$9.95

 

 

 

 

 

 

 (4)

12/31/2005

Class A Common Stock

801

 

801

I

By Spouse

Stock Option - Right to Buy

$8.125

 

 

 

 

 

 

 (5)

1/1/2008

Class A Common Stock

64,155

 

64,155

D

 

Stock Option - Right to Buy

$9.946

 

 

 

 

 

 

 (6)

1/1/2009

Class A Common Stock

85,540

 

85,540

D

 

Class B Common Stock

 (7)

 

 

 

 

 

 

Immed.

n/a

Class A Common Stock

64,437

 

64,437

I

By trust

Class B Common Stock

 (7)

 

 

 

 

 

 

Immed.

n/a

Class A Common Stock

1,686,069

 

1,686,069

I

By PN Cellular, Inc.(2)

Class B Common Stock

 (7)

 

 

 

 

 

 

Immed.

n/a

Class A Common Stock

1,274,519

 

1,274,519

I

By Stanton Communications Corp.(2)

Class B Common Stock

 (7)

 

 

 

 

 

 

Immed.

n/a

Class A Common Stock

3,025,668

 

3,025,668

D

By Stanton and Gillespie TIC(1)

Explanation of Responses:

(1) Shares held jointly by John W. Stanton and Theresa E. Gillespie as Tenants in Common.
(2) PN Cellular, Inc. and Stanton Communications Corporation are substantially owned and controlled by Mr. Stanton and Ms. Gillespie.
(3) Option vested in two equal, annual increments beginning 1/1/2001.
(4) Option vested in three equal, annual increments beginning 1/1/2001.
(5) Option vested in three equal, annual increments beginning 1/1/2000.
(6) Option vests in four equal, annual increments beginning 1/1/2000.
(7) Shares of Class B Common Stock are convertible on a one-for-one basis, subject to the Issuer's charter, into shares of Class A Common Stock.
(8) 30,000 shares of Class A Common Stock were granted to Ms. Gillespie.

  By: /s/ Jeffrey A. Christianson
             Attorney-in-fact
**Signature of Reporting Person
1/8/2003
Date

**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.