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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 | ||||||||
| OPTION/RIGHT TO BUY (2) | $ 4.3 | (3) | (2) | Common Stock | 11,000 | 11,000 | D | ||||||||
| OPTION/RIGHT TO BUY (4) | $ 13 | 01/15/2001 | (4)(5) | Common Stock | 400 | 400 | D | ||||||||
| OPTION/RIGHT TO BUY (6) | $ 13 | 01/15/2001 | (5)(6) | Common Stock | 200 | 200 | D | ||||||||
| OPTION/RIGHT TO BUY (7) | $ 13 | 07/02/2001 | (5)(7) | Common Stock | 200 | 200 | D | ||||||||
| OPTION/RIGHT TO BUY (8) | $ 1.75 | 07/02/2002 | (5)(8) | Common Stock | 200 | 200 | D | ||||||||
| WARRANT (9) | $ 1.75 | 01/01/2004 | (5)(9) | Common Stock | 5,000 | 5,000 | I | See Note (9) | |||||||
| WARRANT (10) | $ 1.75 | 01/01/2004 | (5)(10) | Common Stock | 2,500 | 2,500 | I | See Note (10) | |||||||
| OPTION/RIGHT TO BUY (11) | $ 2.5 | 03/10/2004 | (5)(11) | Common Stock | 50,000 | 50,000 | D | ||||||||
| OPTION/RIGHT TO BUY (12) | $ 1.83 | 02/16/2005 | A | 10,000 | 08/18/2005 | (12) | Common Stock | 10,000 | (3) | 10,000 | D | ||||
| OPTION/RIGHT TO BUY (13) | $ 1.83 | 02/16/2005 | A | 10,000 | 08/18/2005 | (13) | Common Stock | 10,000 | (3) | 10,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SMITH BOB L 280 LIBERTY STREET SE, SUITE 300 SALEM, OR 97301 |
X | |||
| /s/ Bob L. Smith | 03/02/2005 | |
| **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) | Nature of beneficial ownership: Bob L. Smith = 164,012; I.C.D., Inc. ("I.C.D.") = 62,288; VIP's Industries, Inc. ("VIP's") = 230,162: TOTAL: 456,462. |
| (2) | As previously reported, on January 4, 1999, Mr. Smith purchased from Richard Huson these options to purchase shares of common stock ("Common Stock") of VendingData Corporation (the "Company"). |
| (3) | Not applicable. This information is reflected on this Form 4 for the sole purpose of providing data in this field to ensure that this Form 4 will be accepted through the SEC's electronic filing system. |
| (4) | As previously reported, on September 13, 1999, the Company granted Mr. Smith options pursuant to its 1999 Directors' Stock Option Plan (the "Plan") to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the later of March 13, 2010 or three months after Mr. Smith ceases to serve as a director of the Company. |
| (5) | On December 9, 2003, Mr. Smith entered into a Promotional Shares Lock-In Agreement (the "Agreement"), which restricted his ability to transfer or dispose of these options. As consideration for the Agreement, the Company's Board of Directors determined that the expiration date of these options would be extended by one month for each month that these options were subject to the Agreement. Since the Agreement was terminated in June 2004, the expiration date of these options was extended for 6 months. |
| (6) | As previously reported, on January 1, 2000, the Company granted Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the later of July 1, 2010 or three months after Mr. Smith ceases to serve as a director of the Company. |
| (7) | As previously reported, on January 1, 2001, the Company granted Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the later of July 1, 2011 or three months after Mr. Smith ceases to serve as a director of the Company. |
| (8) | As previously reported, on January 1, 2002, the Company granted to Mr. Smith options pursuant to the Plan to purchase shares of Common Stock. The options are fully vested and exercisable. They expire on the later of July 1, 2012 or three months after Mr. Smith ceases to serve as a director of the Company. |
| (9) | As previously reported, this warrant is held by I.C.D. The expiration date of this warrant is June 18, 2005. |
| (10) | As previously reported, this warrant is held by VIP's. The expiration date of this warrant is June 18, 2005. |
| (11) | As previously reported, on September 9, 2003, and pursuant to the Plan, the Company granted to Mr. Smith options to purchase shares of Common Stock in consideration of his services as a member of the Company's Board of Directors. The expiration date of these options is March 9, 2009. |
| (12) | On February 16, 2005, and pursuant to the Plan, the Company issued to Mr. Smith options to purchase shares of Common Stock as of the grant date of February 16, 2005 in consideration of his services as a member of the Company's Board of Directors in calendar year 2003. The exercise price, as per the Plan, is the fair market value of the Common Stock on the date of grant, February 16, 2005. Pursuant to the Plan, these options expire the later of February 16, 2014 or three months after Mr. Smith ceases to serve as a director of the Company. |
| (13) | On February 16, 2005, and pursuant to the Plan, the Company issued to Mr. Smith options to purchase shares of Common Stock as of the grant date of February 16, 2005 in consideration of his services as a member of the Company's Board of Directors in calendar year 2004. The exercise price, as per the Plan, is the fair market value of the Common Stock on the date of grant, February 16, 2004. Pursuant to the Plan, these options expire the later of February 16, 2015 or three months after Mr. Smith ceases to serve as a director of the Company. |
| Remarks: This amendment has been filed to delete the reporting of transactions that have been previously reported and to clarify the reporting of the transactions that triggered the original Form 4 dated February 16, 2005 and filed on February 17, 2005. | |