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
 
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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*
POSNER BARRY A

(Last) (First) (Middle)
100 CLEARBROOK ROAD

(Street)
ELMSFORD NY 10523

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MIM CORP [ MIMS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2004
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, $.0001 par value 02/24/2004 M 20,000 A $4.5 81,000(1) D
Common Stock, $.0001 par value 02/24/2004 S 13,736 D $7.9 67,264(1) D
Common Stock, $.0001 par value 02/25/2004 S 6,264 D $7.906 61,000(1) D
Common Stock, $.0001 par value 2,600 I Joint With Spouse(2)
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
Employee Stock Option (Right to Buy Common Stock) $4.5 02/24/2004 M 20,000 (3) 12/02/2008 Common Stock, $.0001 par value 20,000 $0 25,666 D
Employee Stock Option (Right to Buy Common Stock) $6.5 (3) 07/06/2008 Common Stock, $.0001 par value 50,000 50,000 D
Employee Stock Option (Right to Buy Common Stock) $12.2 11/28/2002(4) 11/28/2011 Common Stock, $.0001 par value 70,000 70,000 D
Employee Stock Option (Right to Buy) $7.95 09/24/2004(4) 09/24/2013 Common Stock, $.0001 par value 75,000 75,000 D
Explanation of Responses:
1. 60,000 of these shares represent restricted shares of Common Stock, which are subject to restrictions on transfer and encumbrance through December 2, 2006 and are automatically forfeited to the Company upon the termination of Mr. Posner's employment prior to December 2, 2006. The restrictions to which the restricted shares are subject may lapse prior to December 2, 2006 upon the achievement by the Company of certain specified levels of earnings per share in fiscal 2001 or 2002. Mr. Posner has sole voting power with respect to the 60,000 restricted shares.
2. These shares of Common Stock are owned jointly with his wife and he shares voting and dispositive power with his wife over these shares
3. Fully Vested
4. Vests and becomes exercisable in three equal annual installments commencing on the first anniversary of the date of grant.
Remarks:
/s/ Posner, Barry A. 02/26/2004
** 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.