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FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person
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Wirthlin Richard B |
2. Issuer Name
and
Ticker or Trading Symbol
HARRIS INTERACTIVE INC [ HPOL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__ X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
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C/O HARRIS INTERACTIVE INC., 60 CORPORATE WOODS |
3. Date of Earliest Transaction
(MM/DD/YYYY)
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ROCHESTER, NY 14623 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 |
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1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 | 3/2/2006 | S | 16910 | D | $5.668 | 2123034 | I | Wirthlin Family Trust | ||
| Common Stock | 3/3/2006 | S | 17090 | D | $5.65 | 2105944 | I | Wirthlin Family Trust | ||
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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 Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 | ||||||||
| Explanation of Responses: |
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Reporting Owners
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| Reporting Owner Name / Address |
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| Director | 10% Owner | Officer | Other | ||
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Wirthlin Richard B
C/O HARRIS INTERACTIVE INC. 60 CORPORATE WOODS ROCHESTER, NY 14623 |
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Signatures
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| Michael T. Burns as Attorney-In-Fact for Richard B. Wirthlin | 3/6/2006 | |
| ** Signature of Reporting Person |
Date
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| 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 control number. | |
POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Frank J. Connolly, Jr. and
Michael
T. Burns, 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
Harris Interactive Inc. (the "Company"), Forms 3, 4, and 5 in
accordance
with Section 16(a) of the Securities Exchange Act of 1934 and
the rules
thereunder;
(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 Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form or amendment 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 or the rules
thereunder.
This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms 3, 4,
and
5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned
in a signed writing delivered to the Company, to the
attention of the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF,
the undersigned has
caused this Power of Attorney to be executed as of
this 21st day of June,
2005.
/s/ Richard B. Wirthlin Signature Print Name: Richard B. Wirthlin |