Home/Filings/4/0000899243-16-033586
4//SEC Filing

Apigee Corp 4

Accession 0000899243-16-033586

CIK 0001324772operating

Filed

Nov 14, 7:00 PM ET

Accepted

Nov 15, 6:59 PM ET

Size

18.0 KB

Accession

0000899243-16-033586

Insider Transaction Report

Form 4
Period: 2016-11-10
Giamalis Stacey
Chief Counsel
Transactions
  • Disposition to Issuer

    Common Stock

    2016-11-1027,0730 total
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2016-11-1096,9860 total
    Exercise: $4.11Exp: 2023-10-13Common Stock (96,986 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2016-11-109,8670 total
    Exercise: $12.70Exp: 2024-10-24Common Stock (9,867 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2016-11-1037,5000 total
    Exercise: $7.41Exp: 2025-08-26Common Stock (37,500 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2016-11-1020,0000 total
    Exercise: $12.96Exp: 2026-06-21Common Stock (20,000 underlying)
Footnotes (11)
  • [F1]Includes 26,250 shares represented by restricted stock units, or RSUs, of which 6,250 RSUs were previously reported in Table II.
  • [F10]The option was granted on June 21, 2016 and provided for vesting of one-fourth of the shares underlying the option on June 21, 2017 and one-sixteenth of the shares vest quarterly thereafter.
  • [F11]Pursuant to the Merger Agreement, the 20,000 unvested option shares shall be assumed by Google and converted into the right to receive an amount in cash equal to (x) the difference between $17.40 and the per share exercise price of the option multiplied by (y) the Unvested Option Consideration, with payment of such Unvested Option Consideration to be made in accordance with the vesting schedule applicable to the unvested option shares, subject to acceleration as provided in the April 8, 2015 confirmatory offer letter.
  • [F2]Pursuant to the merger agreement between the Issuer and Google Inc. dated September 7, 2016 (the "Merger Agreement"), the RSUs will be assumed by Google and converted into Google restricted stock units in respect of that number of shares of Alphabet Class C Capital Stock equal to the product of (x) the number of shares of Issuer common stock underlying the RSUs multiplied by (y) 0.0225405.
  • [F3]At the effective time of the merger, each share of Issuer common stock was cancelled in exchange for a cash payment of $17.40 per share.
  • [F4]The option was granted on October 14, 2013 and provided for vesting of one-fourth of the shares underlying the option on October 10, 2014 and one forty-eighth of the shares vest monthly thereafter.
  • [F5]Pursuant to the Merger Agreement, the 74,760 vested option shares were cancelled in exchange for a cash payment equal to (x) the difference between $17.40 and the per share exercise price of the option, multiplied by (y) the number of cancelled option shares (rounded down to the nearest whole share) and the 22,226 unvested option shares shall be assumed by Google and converted into the right to receive an amount in cash equal to (x) the difference between $17.40 and the per share exercise price of the option multiplied by (y) the number of unvested option shares (the "Unvested Option Consideration"), with payment of such Unvested Option Consideration to be made in accordance with the vesting schedule applicable to the unvested option shares, subject to acceleration as provided in the April 8, 2015 confirmatory offer letter.
  • [F6]The option was granted on October 25, 2014 and provided for vesting of one-fourth of the shares underlying the option on October 20, 2015 and one forty-eighth of the shares vest monthly thereafter.
  • [F7]Pursuant to the Merger Agreement, the 4,933 vested option shares were cancelled in exchange for a cash payment equal to (x) the difference between $17.40 and the per share exercise price of the option, multiplied by (y) the number of cancelled option shares (rounded down to the nearest whole share) and the 4,934 unvested option shares shall be assumed by Google and converted into the right to receive an amount in cash equal to (x) the difference between $17.40 and the per share exercise price of the option multiplied by (y) the Unvested Option Consideration, with payment of such Unvested Option Consideration to be made in accordance with the vesting schedule applicable to the unvested option shares, subject to acceleration as provided in the April 8, 2015 confirmatory offer letter.
  • [F8]The option was granted on August 27, 2015 and provided for vesting of one-fourth of the shares underlying the option on November 17, 2016 and one-sixteenth of the shares vest quarterly thereafter.
  • [F9]Pursuant to the Merger Agreement, the 37,500 unvested option shares shall be assumed by Google and converted into the right to receive an amount in cash equal to (x) the difference between $17.40 and the per share exercise price of the option multiplied by (y) the Unvested Option Consideration, with payment of such Unvested Option Consideration to be made in accordance with the vesting schedule applicable to the unvested option shares, subject to acceleration as provided in the April 8, 2015 confirmatory offer letter.

Issuer

Apigee Corp

CIK 0001324772

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001324772

Filing Metadata

Form type
4
Filed
Nov 14, 7:00 PM ET
Accepted
Nov 15, 6:59 PM ET
Size
18.0 KB