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FORM 4
[ ] Check this box if no longer
subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
Reed, Frank E.
(Last) (First) (Middle)
716 West Mount Airy Avenue
(Street)
Philadelphia, PA 19119
(City) (State) (Zip)
USA
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2. Issuer Name and Ticker or Trading Symbol ALLTEL Corporation AT
3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) |
4. Statement for (Month/Year) May 2002
5. If Amendment,
Date of Original (Month/Year) |
6. Relationship of Reporting Person(s) to Issuer
(Check all applicable) X Director
10% Owner
Officer
Other
Officer/Other
Description
7. Individual or Joint/Group
Filing (Check Applicable Line) X Individual Filing
Joint/Group Filing
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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. Transaction Date
(Month/Day/Year) |
3. Transaction Code and Voluntary Code (Instr. 8) Code | V
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4. Securities Acquired (A) or Disposed (D) Of (Instr. 3, 4, and 5) Amount | A/D | Price
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5. Amount of
Securities Beneficially Owned at End ofMonth (Instr. 3 and 4) |
6. Owner-
ship Form: Direct(D) or Indirect (I) (Instr. 4) |
7. Nature of
Indirect Beneficial Ownership (Instr. 4) |
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Common Stock
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9,602 |
D
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Common Stock
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440 |
I
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By Managed Account
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Common Stock
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2,000 |
I
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By Spouse
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Common Stock
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1,000 |
I
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By Trust
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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). (over)
SEC 1474 (3-99) |
| Reed, Frank E. - May 2002 |
| Form 4 (continued) |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security
(Instr. 3) |
2. Conver-
sion or Exercise Price of Deri- vative Security |
3. Transaction
Date (Month/ Day/ Year) |
4. Transaction
Code and Voluntary (V) Code (Instr.8) Code | V
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5. Number of Derivative Securities Acquired (A) or Disposed (D) Of (Instr. 3,4 and 5) |
6. Date Exercisable(DE) and
Expiration Date(ED) (Month/Day/Year) (DE) | (ED)
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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 at End of Month (Instr.4) |
10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) |
11. Nature of Indirect Beneficial Ownership (Instr.4) |
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Equity Unit (obligation to buy) (1) |
$50.0000 | 05/02/2002 |
P (2) |
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(A) 1,000 |
05/17/2005 | 05/17/2005
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Common Stock - 1,000 (3) | $49.7500 | 1,000 |
D
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Non-Qualified Stock Option |
$31.6800 |
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Common Stock - 0 |
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6,660 |
D
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Non-Qualified Stock Option |
$46.0000 |
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Common Stock - 0 |
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10,000 |
D
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Non-Qualified Stock Option |
$70.7500 |
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Common Stock - 0 |
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5,500 |
D
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Non-Qualified Stock Option |
$65.1250 |
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Common Stock - 6,500 |
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6,500 |
D
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Non-Qualified Stock Option |
$52.7500 |
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Common Stock - 6,500 |
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6,500 |
D
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Non-Qualified Stock Option |
$53.0900 |
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Common Stock - 6,500 |
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6,500 |
D
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** 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. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number. |
/s/ Frank E. Reed ________________________________ __________________ ** Signature of Reporting Person Date Page 2
SEC 1474 (3-99) |
| Reed, Frank E. - May 2002 |
| Form 4 (continued) |
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FOOTNOTE Descriptions for ALLTEL Corporation AT Form 4 - May 2002 Frank E. Reed
716 West Mount Airy Avenue Philadelphia, PA 19119 Explanation of responses: (1) Each Equity Unit initially consists of a Corporate Unit which includes a purchase contract under which the holder agrees to purchase shares of common stock, $1.00 par value, of ALLTEL Corporation on May 17, 2005. (2) The Equity Units were purchased in open market transactions on teh New York Stock Exchange (NYSE). (3) The amount and number of shares underlying the security is based on the settlement rate in effect on May 17, 2005. The settlement rate will be calculated, subject to certain adjustments, as follows: - if the applicable market value (as defined below) of ALLTEL Corporation's common stock is equal to or greater than the threshold appreciation price of $60.39, the settlement rate will be .8280 shares of ALLTEL Corporation's common stock; - if the applicable market value fo ALLTEL Corporation's common stock is less than the threshold appreciation price but greater than the reference price (as defined below), the settlement rate will be equal to the stated amount of $50 divided by the applicable market value; and - if the applicable market value is less than or equal to the reference price, the settlement rate will be 1.0101 shares of ALLTEL Corporation's common stock. The applicable market value means the average of the closing price per share of ALLTEL Corporation's common stock on each of the 20 consecutive trading days ending on the third trading day immediately preceding May 17, 2002. The reference price means $49.50, which is the last reported sale price of ALLTEL Corporation's common stock on the NYSE on april 30, 2002. |
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