| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/03/2005 |
3. Issuer Name and Ticker or Trading Symbol
ALLIED WASTE INDUSTRIES INC [ AW ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, $.01 par value | 29,737(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (right to buy) | 09/04/2002(2) | 09/04/2007 | Common Stock | 40,000 | 15.875 | D | |
| Employee Stock Option (right to buy) | 12/29/2001(3) | 12/29/2008 | Common Stock | 50,000 | 21.0625 | D | |
| Employee Stock Option (right to buy) | 07/30/2003(4) | 04/06/2009 | Common Stock | 100,000 | 13.3125 | D | |
| Employee Stock Option (right to buy) | 12/11/2005(5) | 12/11/2012 | Common Stock | 75,000 | 10.32 | D | |
| Employee Stock Option (right to buy) | 05/22/2006(6) | 05/22/2013 | Common Stock | 60,000 | 9.03 | D | |
| Restricted Stock Units | (7) | (7) | Common Stock | 145,714 | 0.00 | D | |
| Restricted Stock Units | (8) | (8) | Common Stock | 11,111 | 0.00 | D | |
| Restricted Stock Units | (9) | (9) | Common Stock | 20,000 | 0.00 | D | |
| Explanation of Responses: |
| 1. Includes 23,781 shares issuable pursuant to vested restricted stock units. The Reporting Person has deferred the receipt of such shares in accordance with the terms of the Allied Waste Industries, Inc. Executive Deferred Compensation Plan. |
| 2. This option vested in 5 equal annual installments, commencing 09/04/98, and was 100% vested on 09/04/2002. |
| 3. This option vested in 3 equal annual installments, commencing 12/29/1999, and was 100% vested on 12/29/2001. |
| 4. This option vested in 4 equal annual installments, commencing 07/30/2000, and was 100% vested on 07/30/2003. |
| 5. This option vests in 3 equal annual installments, commencing 12/11/2003, and will be 100% vested on 12/11/2005. |
| 6. This option vests in 3 equal annual installments, commencing 05/22/2004, and will be 100% vested on 05/22/2006. |
| 7. Restricted stock units awarded pursuant to the Allied Waste Industries, Inc. Amended and Restated 1991 Incentive Stock Plan. Each restricted stock unit represents the right to receive one share of common stock. The restricted stock units vest in 6 equal annual installments as follows: 1/6th on 04/27/2005 and an additional 1/6th vested on each subsequent April 27th until 100% vested on 04/27/2010. |
| 8. Restricted stock units awarded pursuant to the Allied Waste Industries, Inc. Amended and Restated 1991 Incentive Stock Plan. Each restricted stock unit represents the right to receive one share of common stock. One-half of the restricted stock units vest on 12/10/2005 and the remainder will vest on 12/10/2006. |
| 9. Restricted stock units awarded pursuant to the Allied Waste Industries, Inc. Amended and Restated 1991 Incentive Stock Plan. Each restricted stock unit represents the right to receive one share of common stock. The restricted stock units vest in 5 equal annual installments, commencing 01/03/2006, and will be 100% vested on 01/03/2010. |
| Remarks: |
| Donald A. Swierenga | 01/05/2005 | |
| ** 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 5 (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. | ||