SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GILL R SCOTT

(Last) (First) (Middle)
161 EAST CHICAGO AVENUE

(Street)
CHICAGO IL 60611

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SYPRIS SOLUTIONS INC [ SYPR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 142,570.44 I By GFP I, LP(7)
Common Stock 2,352,705 D
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. 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options (Right to Buy) $9.3 06/12/2007 D 6,000 04/29/2003 04/28/2013 Common Stock 6,000 (1) 0 D
Options (Right to Buy) $9.63 06/12/2007 D 10,000 05/02/2000 05/01/2010 Common Stock 10,000 (2) 0 D
Options (Right to Buy) $9.98 06/12/2007 D 6,000 12/31/2005 12/30/2015 Common Stock 6,000 (3) 0 D
Options (Right to Buy) $10.01 06/12/2007 D 6,000 04/26/2005 04/25/2015 Common Stock 6,000 (4) 0 D
Options (Right to Buy) $19 06/12/2007 D 6,000 05/07/2002 05/06/2012 Common Stock 6,000 (5) 0 D
Options (Right to Buy) $20.7 06/12/2007 D 4,500 04/27/2004 04/26/2014 Common Stock 4,500 (6) 0 D
Options (Right to Buy) $7.9 06/12/2007 A 7,205 05/14/2007 05/13/2011 Common Stock 7,205 (1) 7,205 D
Option (Right to Buy) $7.9 06/12/2007 A 8,246 05/14/2007 05/13/2011 Common Stock 8,246 (2) 8,246 D
Option (Right to Buy) $7.9 06/12/2007 A 8,069 05/14/2007 05/13/2011 Common Stock 8,069 (3) 8,069 D
Option (Right to Buy) $7.9 06/12/2007 A 7,803 05/14/2007 05/13/2011 Common Stock 7,803 (4) 7,803 D
Option (Right to Buy) $7.9 06/12/2007 A 3,745 05/14/2007 05/13/2011 Common Stock 3,745 (5) 3,745 D
Option (Right to Buy) $7.9 06/12/2007 A 3,568 05/14/2007 05/13/2011 Common Stock 3,568 (6) 3,568 D
Explanation of Responses:
1. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on April 29, 2003 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 7,205 shares having an exercise price equal to $7.90.
2. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on May 2, 2000 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 8,246 shares having an exercise price equal to $7.90.
3. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on December 31, 2005 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 8,069 shares having an exercise price equal to $7.90.
4. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on April 26, 2005 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 7,803 shares having an exercise price equal to $7.90.
5. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on May 7, 2002 to the reporting person. In exchange for this option grant the reporting person received a replacement option (reported herein), on June 12, 2007 for 3,745 shares having an exercise price equal to $7.90.
6. On June 12, 2007, the issuer canceled, pursuant to the 2007 Stock Option Exchange Program, an option grant awarded on April 27, 2004 to the reporting person. In exchange for this option grant the reporting person receiveda replacement option (reported herein), on June 12, 2007 for 3,568 shares having an exercise price equal to $7.90.
7. Gifts reported herein are limited partnership interests of GFP I, LP, a DE limited partnership. The reporting person, is a limited partner of GFP I, LP and the reporting person is a director, executive officer and 50% shareholder of Gill Family Capital Management, Inc. the general partner of GFP I, LP.
Andrea J. Luescher by Power of Attorney on file with the Commission 06/14/2007
** Signature of Reporting Person Date
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.
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 Number.