CELADON GROUP INC 4

4 · CELADON GROUP INC · Filed Feb 28, 2005

Form 4

Period: 2003-10-30

President

Transactions

Exercise/Conversion
Employee Stock Options (Right-to-Buy)
2005-02-24−2,200→ 0 total
Exercise: $3.84Exp: 2011-10-01→ Common Stock (2,200 underlying)
Exercise/Conversion
Employee Stock Options (Right-to-Buy)
2005-02-24−10,000→ 0 total
Exercise: $4.00Exp: 2011-04-30→ Common Stock (10,000 underlying)
Award
Stock Appreciation Rights
2004-10-28+30,000→ 30,000 total
Exercise: $19.45Exp: 2014-10-28→ Common Stock (30,000 underlying)
Exercise/Conversion
Common Stock
2004-02-24$4.00/sh+10,000$40,000→ 36,600 total
Award
Common Stock
2003-10-30+17,800→ 26,600 total
Exercise/Conversion
Common Stock
2004-02-24$3.84/sh+2,200$8,448→ 38,800 total

Footnotes (4)

[F1]Shares of common stock issuable pursuant to restricted stock units granted October 30, 2003. The restricted stock units vest in annual 25% increments of 4,450 shares on the first through fourth anniversaries of the date of the grant. Vesting is contingent upon the achievement of certain annual financial targets.
[F2]Stock Appreciation Rights ("SARs") issuable pursuant to a grant of 30,000 SARs issued October 28, 2004. The SARs vest in annual 25% increments of 7,500 units on the first through fourth anniversaries of the date of the grant. Vesting is contingent upon the achievement of certain annual financial targets.
[F3]The option vested in three annual installments of 3,334, 3,333, and 3,333 options on April 30, 2002, 2003, and 2004.
[F4]The option vested in three annual installments of 734, 733, and 733 options on October 1, 2002, 2003, and 2004.

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