SEC Filing

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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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1. Name and Address of Reporting Person^*

Hurdis Brian C.

(Last)

(First)

(Middle)

4900 WEST BROWN DEER ROAD

(Street)

MILWAUKEE

53223

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/01/2007

3. Issuer Name and Ticker or Trading Symbol
Metavante Technologies, Inc. [ MV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior Exec. VP, MVT Corp.

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	960⁽¹⁾	D
Common Stock	252⁽¹⁾	I	By ESPP
Common Stock	361⁽¹⁾	I	By Retirement Program

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (right to buy)	10/27/2006	10/27/2013	Common Stock	34,482⁽²⁾⁽³⁾	⁽³⁾	D
Employee Stock Option (right to buy)	10/27/2007	10/27/2014	Common Stock	43,102⁽²⁾⁽³⁾	⁽³⁾	D
Employee Stock Option (right to buy)	⁽⁴⁾	10/28/2015	Common Stock	43,102⁽²⁾⁽³⁾	⁽³⁾	D
Employee Stock Option (right to buy)	⁽⁵⁾	10/30/2016	Common Stock	38,792⁽²⁾⁽³⁾	⁽³⁾	D
Deferred Stock Units	10/27/2007	⁽⁶⁾	Common Stock	833⁽⁶⁾	⁽⁶⁾	D
Deferred Stock Units	⁽⁷⁾	⁽⁶⁾	Common Stock	983⁽⁶⁾	⁽⁶⁾	D
Deferred Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	102⁽⁶⁾	⁽⁶⁾	D

Explanation of Responses:

1. The shares were acquired in a merger of one of the issuer's subsidiaries into Marshall & Ilsley Corporation ("Old Marshall & Ilsley") to effect the formation of a holding company (the "Holding Company Merger"), the separation of Old Marshall & Ilsley from Metavante Corporation and related transactions. In the Holding Company Merger, each share of common stock of Old Marshall & Ilsley was converted into one-third of a share of Metavante Technologies, Inc. ("Metavante") common stock pursuant to an Investment Agreement dated as of April 3, 2007, among Metavante, Old Marshall & Ilsley and certain of its subsidiaries and WPM, L.P.

2. Based on an estimated conversion ratio of 1.642 Metavante stock options for each Old Marshall & Ilsley stock option held by the Reporting Person immediately prior to the closing of the transactions. The actual conversion ratio will be determined under a formula provided in connection with the separation transaction. The formula provides that the conversion ratio will be determined on the basis of the closing price of Old Marshall & Ilsley common stock on November 1, 2007, and the average closing price of Metavante's common stock over the last five business days within the ten business days following the closing of the separation transaction. The estimated conversion ratio is based on the October 31, 2007 closing prices of Old Marshall & Ilsley common stock and Metavante "when issued" common stock.

3. In connection with the Holding Company Merger and the related transactions, the Reporting Person's outstanding Old Marshall & Ilsley stock option was converted into an option to acquire Metavante common stock. The number of stock options held by the Reporting Person, and their exercise price, will be adjusted pursuant to the Employee Matters Agreement, dated April 3, 2007, as amended, that was executed in connection with the separation transaction. The adjustment will be implemented in a manner that preserves the intrinsic value of each option on the closing date.

4. The option vests in three equal annual installments beginning October 28, 2006.

5. The option vests in three equal annual installments beginning October 30, 2007.

6. In connection with the Holding Company Merger and related transactions, the deferred stock units were acquired upon conversion of the Reporting Person's Old Marshall & Ilsley common stock units. Each deferred stock unit is the economic equivalent of one share of Metavante common stock. Deferred stock units are payable in cash.

7. The deferred stock units vest in one installment on October 28, 2008.

Remarks:

Exhibit List --------------- Exhibit 24 Power of Attorney

	/s/ Stacey Bruckner, as Attorney-in-Fact	11/05/2007
	** 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.