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BENTLEY SYSTEMS INC — Director's Dealing 2005
Aug 26, 2005
30389_dirs_2005-08-26_3d1dc708-de7b-4943-a212-7176ebb705d2.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: NETGURU INC (NGRU)
CIK: 0001015920
Period of Report: 2005-08-19
Reporting Person: BENTLEY SYSTEMS INC (10% Owner)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock, par value $0.01 | 0 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Options (right to buy) | $1.38 | 2006-04-16 | Common Stock, $0.01 par value (60000) | Indirect | |
| Stock Options (right to buy) | $1.38 | 2006-09-04 | Common Stock, $0.01 par value (10000) | Indirect | |
| Stock Options (right to buy) | $1.38 | 2007-02-06 | Common Stock, $0.01 par value (10000) | Indirect | |
| Stock Options (right to buy) | $1.65 | 2007-05-01 | Common Stock, $0.01 par value (30000) | Indirect | |
| Stock Options (right to buy) | $1.65 | 2008-12-07 | Common Stock, $0.01 par value (60000) | Indirect | |
| Stock Options (right to buy) | $3.38 | 2010-12-07 | Common Stock, $0.01 par value (30000) | Indirect |
Footnotes
F1: Bentley Systems, Incorporated (the "Reporting Person") is filing this statement solely because, as a result of that certain Voting Agreement dated as of August 19, 2005 by and between Peter R. Kellogg and the Reporting Person and that certain Voting Agreement dated as of August 19, 2005 by and between Santanu Das and the Reporting Person (collectively, the "Voting Agreements"), the Reporting Person may be deemed a beneficial owner pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), of 6,586,700 shares of Common Stock, $0.01 par value of netguru, Inc. (including 200,000 shares issuable upon the exercise of options held by Santanu Das) that are subject to the Voting Agreements (collectively, the "Shares").
F2: Neither the filing of this statement nor any of its contents shall be deemed to constitute an admission by the Reporting Person that it is the beneficial owner of any of the Shares for purposes of Section 16 of the Act or for any other purpose. The Reporting Person has no pecuniary interest in the Shares. The Reporting Person, pursuant to Rule 16a-1(a)(4) promulgated under the Act, hereby expressly disclaims that it is the beneficial owner of the Shares.