FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
OMB APPROVAL |
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o Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
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OMB Number: 3235-0287 |
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(Print or Type Responses) |
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility |
1. Name and Address of Reporting Person* Bank of America, N.A. |
2. Issuer Name and Ticker or Trading Symbol CheckFree Corporation (CKFR) |
6. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner |
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(Last) (First) (Middle)
101 South Tryon Street, Bank of America Plaza |
3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary) |
4. Statement for |
Officer (give Other (specify title below) below)
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(Street)
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94-1687665 |
5. If Amendment, |
7. Individual or Joint/Group Filing (Check Applicable Line)Form filed by One Reporting Person X Form filed by More than One Reporting Person See Attachment |
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(City) (State) (Zip) |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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1. Title of Security |
2. Trans- (Month/ |
3. Trans- |
4. Securities Acquired (A) |
5. Amount of Securities |
6. Ownership Indirect |
7. Nature of Indirect ficial |
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Day/ |
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(A) or (D) |
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Month |
(I) (Instr. 4) |
ship |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over)
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
SEC 1474 (3-99)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 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 ative |
3.Trans-action Date Day/ |
4. Trans- action Code |
5. Number of Deriv- ative Securities Ac-quired (A) or Dis-posed of (D) (Instr. 3, 4 and 5) |
6. Date Exerc- isable and Expiration Date (Month/Day/ |
7. Title and Amount of Underlying Securities |
8.Price of Deriv- ative Secur- ity (Instr. 5) |
9. Number of deriv-ative Secur- ities Bene-ficially at End of Month (Instr. 4) |
10. Owner- ship Form of Deriv- ative Security Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Benefi- cial Owner- ship |
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Date Exer-cisable |
Expira- |
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Amount or Number of Shares |
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Call Option (obligation to sell) |
$23.7971 |
05/09/02 |
J(1) |
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500,000 |
12/09/03 |
12/09/03 |
Common Stock |
500,000 |
(2) |
0 |
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Put Option (obligation to buy) |
$18.0433 |
05/09/02 |
J(1) |
500,000 |
12/09/03 |
12/09/03 |
Common Stock |
500,000 |
(2) |
500,000 |
D |
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Call Option (obligation to sell) |
$25.1203 |
05/09/02 |
J(1) |
500,000 |
07/09/04 |
07/09/04 |
Common Stock |
500,000 |
(2) |
0 |
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Put Option (obligation to buy) |
$18.0433 |
05/09/02 |
J(1) |
500,000 |
07/09/04 |
07/09/04 |
Common Stock |
500,000 |
(2) |
500,000 |
D |
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Explanation of Responses:
1 A subsidiary of the Designated Filer entered into a collar arrangement pursuant to which it wrote a covered call option and purchased a put option. Only one of the options making up the collar canhave value on the expiration date, at which time that option will be exercised or settled for cash, and the other option will expire. If neither of the options is in the money at the expiration date, both options will expire. The economic attributes of the instrument were transferred to the Designated Filer through internal transactions.
2 The premium in the case of each respective put and call for each respective transaction was offsetting with the effect that no premium was due on any transaction.
** 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.
Bank of America, N.A.
/s/ Elliott M. Abrams 06/13/02
** Signature of Reporting Person Date
Elliott M. Abrams, Senior Vice President
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.
Information Regarding Joint Filers and Other Entities
Designated Filer of Form 4: Bank of America, N.A.
Item 2: Issuer Name and Ticker Trading Symbol: CheckFree Corporation (CKFR)
Item 4: Statement for Month/Year: 5/02
Information Regarding Joint Filers and Other Entities:
Bank of America Corporation (IRS Number 56-0906609)
100 North Tryon Street, Charlotte, NC 28255
Relationship of Reporting Person to Issuer: 10% Owner
Ownership Form: Indirect (I)
Nature of Indirect Beneficial Ownership: Indirect 100% Owner of Designated Filer
NB Holdings Corporation (IRS Number 56-1857749)
1209 Orange Street, Wilmington, DE 19801
Relationship of Reporting Person to Issuer: 10% Owner
Ownership Form: Indirect (I)
Nature of Indirect Beneficial Ownership: 100% Owner of Designated Filer
Banc of America E-Commerce Holdings, Inc.(IRS Number 94-3234951)
101 South Tryon Street, Charlotte, NC 28255
Relationship of Reporting Person to Issuer: 10% Owner
Ownership Form: Indirect (I)
Nature of Indirect Beneficial Ownership: 100% Subsidiary of Designated Filer and beneficial owner of underlying sercurties
SIGNATURES
BANK OF AMERICA CORPORATION
By: /s/ Elliott M. Abrams 6/13/02
Name: Elliott M. Abrams Date
Title: Senior Vice President
NB HOLDINGS CORPORATION
By: /s/ Charles F. Bowman 6/13/02
Name: Charles F. Bowman Date
Title: Senior Vice President
BANC OF AMERICA E-COMMERCE HOLDINGS, INC.
By: /s/ Elliott M. Abrams 6/13/02
Name: Elliott M. Abrams Date
Title: Senior Vice President