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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 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 | ||||||||
| Options (11/28/1995) | $ 2.25 | 01/10/2005 | M | 24,000 | (2) | 11/28/2005 | Common Stock, $1.00 Par Value | 24,000 | (3) | 0 (4) | D | ||||
| Options (9/10/1996) | $ 2.31 | 01/10/2005 | M | 15,000 | (2) | 09/10/2006 | Common Stock, $1.00 Par Value | 15,000 | (3) | 0 (4) | D | ||||
| Options (11/19/1997) | $ 2.81 | 01/10/2005 | M | 18,000 | (2) | 11/19/2007 | Common Stock, $1.00 Par Value | 18,000 | (3) | 0 (4) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| MADDOCKS MARK E C/O DATARAM CORPORATION 186 PRINCETON ROAD WEST WINDSOR, NJ 08550 |
Vice President, Finance & CFO | |||
| MARK E. MADDOCKS | 01/11/2005 | |
| **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) | In addition, the Reporting Person indirectly owns 28,803 shares through the Company's 401k Plan and 6,000 shares held by his wife. |
| (2) | This option became exercisable in four equal annual installments beginning one year after the grant date. |
| (3) | Options were granted to Reporting Peson in consideration of his service as an officer of the Company. Options were granted at an exercise price equal to the fair market value of the Common Stock on the date of grant. |
| (4) | The Reporting Person holds options to purchase 10,000 shares at $7.98, of which 7,500 shares are presently exercisable and 2,500 shares become exercisable on 11/26/2005. This option expires 11/26/2011. The Reporting Person holds options to purchase 8,200 shares at $2.99 of which 4,100 shares are presently exercisable and 2,050 shares each become exercisable on 9/18/2005 and 9/18/2006. These options expire on 9/18/2012. The Reporting Person holds options to purchase 8,200 shares at $4.09 a share of which 2,050 shares are presently exercisable and 2,050 shares each become exercisable on 9/18/2005, 9/18/2006 and 9/18/2007. These options expires on 9/18/2013. The Reporting Person holds options to purchase 8,200 shares which become exerisable on 9/15/2005 and which expire on 9/15/2009. |