SEC FORM
3
SEC Form 3
| 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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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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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)
02/21/2014
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3. Issuer Name and Ticker or Trading Symbol
ITRON INC /WA/
[ ITRI ]
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4. 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) |
| Sr. VP - HR |
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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)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Common Stock |
3,187 |
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)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option (Right to Buy) |
|
02/19/2024 |
Common Stock |
8,223 |
35.29 |
D |
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| Explanation of Responses: |
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Carol C. Cameron, Attorney-in-Fact for Mr. Cadieux |
02/24/2014 |
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** 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. |
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby constitutes and
appoints each of MariLyn R. Hill and Carol C. Cameron, signing singly,
the undersigned's true and lawful attorney-in-fact to:
(1)execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Itron, Inc., a Washington
corporation (the "Company"), Forms?3, 4 and 5 (including amendments
thereto) in accordance with Section?16(a)of the Securities Exchange Act
of 1934 and the rules and regulations thereunder and a Form ID,
Uniform Application for Access Codes to File on Edgar;
(2)do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Forms 3, 4 or 5 or Form ID and timely file such forms (including amendments
thereto) and application with the United States Securities and Exchange
Commission and any stock exchange or similar authority; 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, in the best interest of, 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 such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power
of substitution or revocation, hereby ratifying and confirming all that
such attorney-in-fact, or such attorney-in-fact's substitute or substitutes,
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, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section?16 of the Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact herein may rely
entirely on information furnished orally or in writing by the
undersigned to such attorney-in-fact.
The undersigned also agrees to indemnify and hold harmless the Company
and each such attorney-in-fact against any losses, claims, damages or
liabilities (or actions in these respects) that arise out of or are based
upon any untrue statements or omission of necessary facts in the information
provided by the undersigned to such attorney-in fact for purposes of
executing, acknowledging,delivering or filing Forms 3, 4 or 5 (including
amendments thereto) or Form ID and agrees to reimburse the Company and such
attorney-in-fact for any legal or other expenses reasonably incurred in
connection with investigating or defending against any such loss, claim,
damage,liability or action.
This Power of Attorney supersedes any power of attorney previously executed
by the undersigned regarding the purposes outlined in the first paragraph
hereof ("Prior Powers of Attorney"), and the authority of the
attorneys-in-fact named in any PriorPowers of Attorney is hereby revoked.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms?3, 4 or 5 with respect
to the undersigned's holdings of and transactions in securities issued by
the Company, unless earlier (a)?revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact or (b)?superseded by
a new power of attorney regarding the purposes outlined in the first
paragraph hereof dated as of a later date.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 19th day of February, 2014.
/s/ Michel C. Cadieux
Michel C. Cadieux
