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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
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 | ||||||||
| Put equivalent position (obligation to sell) | (1) (2) | 05/18/2007 | J(1)(2) | 147,000 | (1)(2) | 05/18/2007 | Common Stock | 147,000 | (1) (2) | 0 (1) (2) | D | ||||
| Put equivalent position (obligation to sell) | (1) (2) | 05/18/2007 | J(1)(2) | 147,000 | (1)(2) | 05/18/2007 | Common Stock | 147,000 | (1) (2) | 0 (1) (2) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| CHECKETTS DAVID W JETBLUE AIRWAYS CORPORATION 118-29 QUEENS BLVD. FOREST HILLS, NY 11375 |
X | |||
| David Checketts | 05/18/2007 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | On May 18, 2006, Mr. Checketts entered into two one-year prepaid forward contracts, one capped and the other uncapped, with an unaffiliated third party ("Buyer"), pursuant to which he was required to deliver up to an aggregate of 294,000 shares of Common Stock (147,000 shares per contract) at the contracts' settlement date on May 18, 2007. At Mr. Checkett's option, he could pay cash in the amount equivalent to the value of the shares he was required to deliver at settlement. Mr. Checketts received a total prepayment amount of $2,275,680 in connection with this transaction. (continued in footnote 2) |
| (2) | Under the contracts, the number of shares to be delivered by Mr. Checketts at settlement was based on the closing sale price of the Common Stock on that date ("Settlement Price"), as follows: (i) if the Settlement Price were less than or equal to $9.10 per share ("Floor Price"), a total of 294,000 shares would be delivered, and (ii) if the Settlement Price were greater than the Floor Price (and, in the case of the capped contract, also less than $11.22 per share), a number of shares determined by multiplying 294,000 by the quotient of the Floor Price divided by the Settlement Price would be delivered. The Settlement Price on May 18, 2007 was $10.69, resulting in Mr. Checketts delivering a total of 250,271 shares to the Buyer. Mr. Checketts retained the remaining 43,729 shares in accordance with the terms of the contracts. |