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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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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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*
| C/O YAHOO! INC. |
| 701 FIRST AVENUE |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
YAHOO INC
[ YHOO ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
|
SVP & General Counsel
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3. Date of Earliest Transaction
(Month/Day/Year)
08/22/2005
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
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| 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)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
08/22/2005 |
|
M |
|
33,125 |
A |
$20.58
|
71,820 |
D |
|
| Common Stock |
08/22/2005 |
|
M |
|
4,375 |
A |
$8.23
|
76,195 |
D |
|
| Common Stock |
08/22/2005 |
|
M |
|
12,500 |
A |
$4.62
|
88,695 |
D |
|
| Common Stock |
08/22/2005 |
|
S |
|
48,500 |
D |
$34.03
|
40,195 |
D |
|
| Common Stock |
08/22/2005 |
|
S |
|
1,500 |
D |
$34.04
|
38,695 |
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)
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2. Conversion or Exercise Price of Derivative Security
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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)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
|
9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option ( right to buy ) |
$8.23
|
08/22/2005 |
|
M |
|
|
4,375 |
|
12/11/2012 |
Common Stock |
4,375 |
|
23,334 |
D |
|
| Stock Option ( right to buy ) |
$4.62
|
08/22/2005 |
|
M |
|
|
12,500 |
|
10/02/2011 |
Common Stock |
12,500 |
|
8,334 |
D |
|
| Stock Option ( right to buy ) |
$20.58
|
08/22/2005 |
|
M |
|
|
33,125 |
|
12/10/2013 |
Common Stock |
33,125 |
|
104,250 |
D |
|
| Explanation of Responses: |
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// Michael Murray, attorney-in-fact for, Michael J. Callahan |
08/24/2005 |
|
** 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
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. |
POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Susan Decker and
Michael Murray signing singly, his true and lawful
attorney-in-fact to:
(1) Execute for and on behalf of the undersigned Forms
3, 4 and 5 with respect to securities of Yahoo! Inc.,
in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder (the
"1934 Act");
(2) Perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to
complete the execution of any such Form 3, 4 or 5 and
the timely filing of such form with the United States
Securities and Exchange Commission and any other
authority, including the execution of an application
for EDGAR codes on Form ID; and
(3) Take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to or legally
required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may
approve in his discretion.
The undersigned hereby grants to each such attorney-in-
fact full power and authority to do and perform each
and every act whatsoever requisite, necessary and
proper to be done in the exercise of any of the rights
and powers herein granted, as fully as such attorney-
in-fact could do if personally present, with full power
of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or his
substitute, shall lawfully do or cause to be done by
virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are
not assuming any of the undersigned's responsibilities
to comply with Section 16 of the 1934 Act.
This Power of Attorney shall be effective as of the
date written below, and unless sooner revoked, shall
terminate upon the fifth (5th) anniversary of the date
written below.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of July 20, 2005.
Signature
Michael J. Callahan
Print Name
Power of Attorney new.doc
