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FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
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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. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 | ||||||
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Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 | ||||||||
| Non-Employee Director Stock Option (right-to-buy) | $19.55 | 10/1/2007 | D | 306 | (1) (2) | 1/3/2015 | Common Stock | 306 | (1) (2) | 0 | D | ||||
| Non-Employee Director Stock Option (right-to-buy) | $29.33 | 10/1/2007 | A | 306 | (1) (2) | 1/3/2015 | Common Stock | 306 | (1) (2) | 306 | D | ||||
| Non-Employee Director Stock Option (right-to-buy) | $21.89 | 10/1/2007 | D | 274 | (1) (2) | 7/1/2015 | Common Stock | 274 | (1) (2) | 0 | D | ||||
| Non-Employee Director Stock Option (right-to-buy) | $32.84 | 10/1/2007 | A | 274 | (1) (2) | 7/1/2015 | Common Stock | 274 | (1) (2) | 274 | D | ||||
| Non-Employee Director Stock Option (right-to-buy) | $22.79 | 10/1/2007 | D | 175 | (1) (2) | 7/26/2015 | Common Stock | 175 | (1) (2) | 0 | D | ||||
| Non-Employee Director Stock Option (right-to-buy) | $34.29 | 10/1/2007 | A | 175 | (1) (2) | 7/26/2015 | Common Stock | 175 | (1) (2) | 175 | D | ||||
| Explanation of Responses: | |
| ( 1) | On October 1, 2007, the reporting person and Teledyne Technologies Incorporated agreed to amend non-employee director stock options granted to the reporting person in 2005 in lieu of cash retainer fees and meeting fees to increase the per share exercise price of those stock options to an amount equal to the fair market value of a share of common stock of Teledyne Technologies Incorporated on the date of grant for each option. The exercise prices of the original option grants in 2005 were determined by a formula that was based on the fair market value of common stock of Teledyne Technologies Incorporated on the date of grant and then adjusted to account for a prepayment of the exercise price equal to the amount of retainer fees and/or meeting fees foregone. The purpose of the amendment is to avoid adverse tax consequences under Section 409A of the Internal Revenue Code. ( Continued in footnote 2) |
| ( 2) | The amendment of each stock option is reported in this Form 4 as a cancellation of the original option and the grant of a replacement option. In connection with the amendment, the reporting person will become entitled to receive, on January 2, 2008, a payment of $5,000.00, which payment the reporting person has elected to receive in the form of phantom stock pursuant to the Teledyne Technologies Incorporated Executive Deferred Compensation Plan. All the stock options reported herein are fully vested. |
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Reporting Owners
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| Reporting Owner Name / Address |
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| Director | 10% Owner | Officer | Other | ||
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MILLER PAUL DAVID
1049 CAMINO DOS RIOS THOUSAND OAKS, CA 91360 |
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Signatures
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| Paul D. Miller by Melanie S. Cibik pursuant to Power of Attorney previously filed with SEC. | 10/1/2007 | |
| Signature of Reporting Person |
Date
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| 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. |
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