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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (right to buy) | $ 24.33 | 11/29/2007 | D | 4,800 | (5) | 01/03/2017 | Common Stock | 4,800 | $ 1.17 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 24.33 | 11/29/2007 | D | 21,921 | (6) | 01/03/2017 | Common Stock | 21,921 | $ 1.17 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 22.77 | 11/29/2007 | D | 5,130 | (7) | 01/03/2016 | Common Stock | 5,130 | $ 2.73 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 22.77 | 11/29/2007 | D | 5,500 | (8) | 01/03/2016 | Common Stock | 5,500 | $ 2.73 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 22.77 | 11/29/2007 | D | 8,400 | (9) | 01/03/2016 | Common Stock | 8,400 | $ 2.73 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 26.01 | 11/29/2007 | D | 4,990 | (10) | 01/03/2015 | Common Stock | 4,990 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 26.01 | 11/29/2007 | D | 5,500 | (11) | 01/03/2015 | Common Stock | 5,500 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 26.01 | 11/29/2007 | D | 8,400 | (12) | 01/03/2015 | Common Stock | 8,400 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 25.79 | 11/29/2007 | D | 20,250 | (13) | 01/02/2014 | Common Stock | 20,250 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 25.79 | 11/29/2007 | D | 3,885 | (14) | 01/02/2013 | Common Stock | 3,885 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 16.25 | 11/29/2007 | D | 6,165 | (15) | 01/02/2013 | Common Stock | 6,165 | $ 9.25 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 16.25 | 11/29/2007 | D | 20,250 | (16) | 01/02/2012 | Common Stock | 20,250 | $ 9.25 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 14.72 | 11/29/2007 | D | 6,817 | (17) | 01/02/2012 | Common Stock | 6,817 | $ 10.78 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 9.81 | 11/29/2007 | D | 20,250 | (18) | 03/09/2011 | Common Stock | 20,250 | $ 15.69 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 8.96 | 11/29/2007 | D | 20,250 | (19) | 01/02/2011 | Common Stock | 20,250 | $ 16.54 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 8.44 | 11/29/2007 | D | 19,912 | (20) | 05/13/2009 | Common Stock | 19,912 | $ 17.06 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 7.43 | 11/29/2007 | D | 16,875 | (21) | 05/06/2008 | Common Stock | 16,875 | $ 18.07 | 0 | D | ||||
| Employee Stock Option (right to buy) | $ 14.72 | 11/29/2007 | D | 20,250 | (22) | 01/02/2012 | Common Stock | 20,250 | $ 10.78 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SACK BURTON M C/O APPLEBEE'S INTERNATIONAL, INC. 4551 WEST 107TH STREET OVERLAND PARK, KS 66207 |
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| /s/ Burton Sack | 11/23/2007 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Pursuant to the terms of the Agreement and Plan of Merger dated July 15, 2007, between IHOP Corp., CHCH Corp. and the issuer (the "Merger Agreement"), each issued and outstanding share of the Common Stock was converted as of the effective time of the merger into the right to receive $25.50 in cash, except for shares for which appraisal rights have been perfected under Delaware law. Holders of shares of Common Stock who perfect appraisal rights under Delaware law shall be entitled to payment of the fair value of such shares in accordance with the provisions of Section 262 of the Delaware General Corporation Law. The reporting person has demanded appraisal rights under Delaware law with respect to the shares of Common Stock reported herein (the "Appraisal Demand"). The reporting person reserves all rights with respect to the Appraisal Demand and nothing in this Form 4 shall be deemed a waiver of any such right. |
| (2) | Pursuant to the terms of the Agreement and Plan of Merger dated July.15, 2007, between IHOP Corp., CHCH Corp. and the issuer (the "Merger Agreement"), each issued and outstanding share of the Common Stock was converted as of the effective time of the merger into the right to receive $25.50 in cash, except for shares for which appraisal rights have been perfected under Delaware law. Holders of shares of Common Stock who perfect appraisal rights under Delaware law shall be entitled to payment of the fair value of such shares in accordance with the provisions of Section 262 of the Delaware General Corporation Law. The reporting person has demanded appraisal rights under Delaware law with respect to the shares of Common Stock reported herein (the "Appraisal Demand"). The reporting person reserves all rights with respect to the Appraisal Demand and nothing in this Form 4 shall be deemed a waiver of any such right. |
| (3) | Pursuant to the terms of the Agreement and Plan of Merger dated July 15, 2007, between IHOP Corp., CHCH Corp. and the issuer (the "Merger Agreement"), each issued and outstanding share of the Common Stock was converted as of the effective time of the merger into the right to receive $25.50 in cash, except for shares for which appraisal rights have been perfected under Delaware law. Holders of shares of Common Stock who perfect appraisal rights under Delaware law shall be entitled to payment of the fair value of such shares in accordance with the provisions of Section 262 of the Delaware General Corporation Law. The reporting person has demanded appraisal rights under Delaware law with respect to the shares of Common Stock reported herein (the "Appraisal Demand"). The reporting person reserves all rights with respect to the Appraisal Demand and nothing in this Form 4 shall be deemed a waiver of any such right. |
| (4) | Pursuant to the terms of the Agreement and Plan of Merger dated July 15, 2007, between IHOP Corp, CHCH Corp. and the issuer (the "Merger Agreement"), each issued and outstanding share of the Common Stock was converted as of the effective time of the merger into the right to receive $25.50 in cash, except for shares for which appraisal rights have been perfected under Delaware law. Holders of shares of Common Stock who perfect appraisal rights under Delaware law shall be entitled to payment of the fair value of such shares in accordance with the provisions of Section 262 of the Delaware General Corporation Law. The reporting person has demanded appraisal rights under Delaware law with respect to the shares of Common Stock reported herein (the "Appraisal Demand"). The reporting person reserves all rights with respect to the Appraisal Demand and nothing in this Form 4 shall be deemed a waiver of any such right. |
| (5) | This option, which provided for full vesting on January 3, 2008, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (6) | This option, which provided for full vesting on January 3, 2008, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (7) | This option, which provided for full vesting on January 3, 2007, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (8) | This option, which provided for full vesting on January 3, 2007, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (9) | This option, which provided for full vesting on January 3, 2007, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (10) | This option, which provided for full vesting on January 3, 2006, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (11) | This option, which provided for full vesting on January 3, 2006, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (12) | This option, which provided for full vesting on January 3, 2006, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (13) | This option, which provided for full vesting on January 2, 2005, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (14) | This option, which provided for full vesting on January 2, 2005, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (15) | This option, which provided for full vesting on January 2, 2004, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (16) | This option, which provided for full vesting on January 2, 2004, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (17) | This option, which provided for full vesting on January 2, 2003, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (18) | This option, which provided for full vesting on March 9, 2002, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (19) | This option, which provided for full vesting on January 2, 2002, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (20) | This option, which provided for full vesting on May 13, 2000, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (21) | This option, which provided for full vesting on May 6, 1999, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |
| (22) | This option, which provided for full vesting on January 2, 2003, was cancelled in the merger in exchange for a cash payment, representing the difference between the exercise price of the option and the merger consideration of $25.50, multiplied by the number of shares of Common Stock subject to the option, whether vested or unvested. |