|
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(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
Klausner, Ronald D.
(Last) (First) (Middle)
103 JFK Parkway
(Street)
Short Hills, NJ 07078
(City) (State) (Zip)
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2. Issuer Name and Ticker or Trading Symbol The Dun & Bradstreet Corporation
DNB 3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) |
4. Statement for (Month/Day/Year 03/20/2003 (1)
5. If Amendment, Date of Original (Month/Day/Year) |
6. Relationship of Reporting Person(s) to Issuer
(Check all applicable) Director
10% Owner
X Officer (give title below)
Other (specify below)
Description
Senior Vice President-U.S. Sales
7. Individual or Joint/Group
Filing (Check Applicable Line) X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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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) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction 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. Owner-
ship Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of
Indirect Beneficial Ownership (Instr. 4) |
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Code
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V
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Amount
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A/D
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Price
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Common Stock
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03/20/2003
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M
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1,010
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A
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$10.9861
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D
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Common Stock
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03/20/2003
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M
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1,942
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A
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$9.5301
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D
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Common Stock
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03/20/2003
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M
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2,026
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A
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$11.2508
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D
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|||||
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Common Stock
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03/20/2003
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M
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5,650
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A
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$10.5948
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D
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Common Stock
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03/20/2003
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M
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576
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A
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$10,6239
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D
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Common Stock
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03/20/2003
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M
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3,577
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A
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$11.0605
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D
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Common Stock
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03/20/2003
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M
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4,791
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A
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$14.0731
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D
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Common Stock
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03/20/2003
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M
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1,583
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A
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$14.4083
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D
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Common Stock
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03/20/2003
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M
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883
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A
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$14.0381
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35,437
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D
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1642.742
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I
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By spouse
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2,673.943
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I
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Held in ESPP (2)
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2,026.315
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I
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Held in PP/IP (3)
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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) |
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(DE) and
Expiration Date(ED) (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. Owner- ship Form of Deriv- ative Securities: Direct (D) or Indirect (I) (Instr.4) |
11. Nature of Indirect Beneficial Ownership (Instr.4) |
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Code
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V
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A
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D
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DE
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ED
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Title
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Amount or Number of Shares
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| Non-Qualified Stock Option (right to buy) | $10.9861 | 03/20/2003 |
M
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1,010 |
12/15/1996 (4)
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12/14/2003
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Common Stock
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1,010
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0
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D
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| Non-Qualified Stock Option (right to buy) | $9.5301 | 03/20/2003 |
M
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1,942 |
12/21/1996 (5)
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12/20/2004
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Common Stock
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1,942
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0
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D
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| Non-Qualified Stock Option (right to buy) | $11.2508 | 03/20/2003 |
M
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2,026 |
12/20/1996 (6)
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12/19/2005
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Common Stock
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2,026
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0
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D
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| Non-Qualified Stock Option (right to buy) | $10.5948 | 03/20/2003 |
M
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5,650 |
11/15/1997 (6)
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11/15/2006
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Common Stock
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5,650
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0
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D
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| Non-Qualified Stock Option (right to buy) | $10.6239 | 03/20/2003 |
M
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576 |
12/18/1997 (6)
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12/18/2006
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Common Stock
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576
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0
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D
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| Non-Qualified Stock Option (right to buy) | $11.0605 | 03/20/2003 |
M
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3,577 |
11/01/1998
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12/23/2006
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Common Stock
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3,577
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0
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D
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| Non-Qualified Stock Option (right to buy) | $14.0731 | 03/20/2003 |
M
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4,791 |
12/22/1998 (6)
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12/22/2007
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Common Stock
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4,791
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0
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D
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| Non-Qualified Stock Option (right to buy) | $14.4083 | 03/20/2003 |
M
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1,583 |
12/21/2002 (5)
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12/21/2009
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Common Stock
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1,583
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3,167
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D
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| Non-Qualified Stock Option (right to buy) | $14.0381 | 03/20/2003 |
M
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883 |
01/19/2003 (5)
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01/19/2010
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Common Stock
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883
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1,767
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D
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Explanation of Responses:
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(1) As announced by the Issuer on March 18, 2003, the Reporting Person will be terminating employment with the Issuer effective March 31, 2003.
(2) Held in ESPP (Employee Stock Purchase Plan) as of 3/10/03 (latest available date). (3) Held in PP/IP (Profit Participation/Investment Plan) as of 03/14/03 (latest available date). (4) One-half of the option vested each year beginning on the date indicated. (5) The option vests in three equal annual installments beginning on the date indicated. (6) One-fourth of the option vested each year beginning on the date indicated. |
| By: | Date: |
| /s/ Ronald D. Klausner | 03/24/2003 |
| ** Signature of Reporting Person | SEC 1474 (9-02) |
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. 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. |