4//SEC Filing
WALKER R A 4
Accession 0000899243-19-021522
CIK 0000773910other
Filed
Aug 8, 8:00 PM ET
Accepted
Aug 9, 8:37 PM ET
Size
32.9 KB
Accession
0000899243-19-021522
Insider Transaction Report
Form 4
WALKER R A
Chief Operating Officer
Transactions
- Disposition to Issuer
Common Stock
2019-08-08−108,000→ 0 total(indirect: By LLC) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−118,005→ 0 totalExercise: $93.51Exp: 2021-11-06→ Common Stock (118,005 underlying) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−169,600→ 0 totalExercise: $70.70Exp: 2019-11-05→ Common Stock (169,600 underlying) - Disposition to Issuer
Restricted Stock Units
2019-08-08−14,951→ 0 total→ Common Stock (14,951 underlying) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−136,661→ 0 totalExercise: $61.87Exp: 2023-11-10→ Common Stock (136,661 underlying) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−154,615→ 0 totalExercise: $69.00Exp: 2022-10-26→ Common Stock (154,615 underlying) - Disposition to Issuer
Dividend Equivalent Rights
2019-08-08−2,587→ 0 total→ Common Stock (2,587 underlying) - Disposition to Issuer
Common Stock
2019-08-08−229,694→ 0 total - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−185,166→ 0 totalExercise: $48.05Exp: 2024-11-14→ Common Stock (185,166 underlying) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−148,378→ 0 totalExercise: $92.02Exp: 2020-11-06→ Common Stock (148,378 underlying) - Disposition to Issuer
Restricted Stock Units
2019-08-08−49,991→ 0 total→ Common Stock (49,991 underlying) - Disposition to Issuer
Non Qualified Stock Option (Right to Buy)
2019-08-08−172,205→ 0 totalExercise: $55.51Exp: 2025-11-15→ Common Stock (172,205 underlying) - Disposition to Issuer
Restricted Stock Units
2019-08-08−38,502→ 0 total→ Common Stock (38,502 underlying)
Footnotes (7)
- [F1]This Form 4 reports securities disposed upon the effectiveness of the acquisition of Anadarko Petroleum Corporation ("APC") by Occidental Petroleum Corporation ("OXY") on August 8, 2019, pursuant to the Agreement and Plan of Merger, dated as of May 9, 2019, by and among Occidental Petroleum Corporation, Baseball Merger Sub 1, Inc., and Anadarko Petroleum Corporation (the "Merger Agreement"). At the effective time, each outstanding share of APC common stock was converted into the right to receive $59 in cash and 0.2934 of a share of OXY common stock.
- [F2]The option was exercisable in three annual installments beginning one year after the date of grant.
- [F3]Pursuant to the Merger Agreement, at the effective time each outstanding stock option was cancelled and converted into the right to receive an amount in cash equal to the product of (a) the number of shares subject to such option multiplied by (b) the excess, if any, of (1) the sum of (i) 0.2934 multiplied by the OXY common stock closing stock price of $46.00 on August 7, 2019 plus (ii) $59 (the sum of (i) and (ii) shall be the "Option Consideration") over (2)the exercise price per share of such option. If the exercise price of an option is equal to or greater than the Option Consideration, the options were automatically cancelled for no consideration.
- [F4]Each restricted stock unit represented a contingent right to receive one share of APC common stock.
- [F5]The restricted stock units vest in three annual installments beginning one year after the date of grant, or upon an earlier qualifying termination of employment.
- [F6]Pursuant to the Merger Agreement, at the effective time each outstanding restricted stock unit was converted into an OXY restricted stock/cash unit equal to (a) the number of outstanding restricted stock units multiplied by 0.2934 and (b) a cash amount equal to the number of outstanding restricted stock units multiplied by $59. The OXY restricted stock/cash unit will otherwise continue on the same terms and conditions as were applicable under such APC restricted stock unit, including any provisions for acceleration of vesting.
- [F7]The dividend equivalent units are inclusive of all outstanding dividend equivalent units accrued on all outstanding restricted stock units as of the effective time. The dividend equivalent units vest proportionately with the restricted stock units to which they relate. Each dividend equivalent unit is the economic equivalent of one share of APC common stock.
Documents
Issuer
ANADARKO PETROLEUM CORP
CIK 0000773910
Entity typeother
Related Parties
1- filerCIK 0001018198
Filing Metadata
- Form type
- 4
- Filed
- Aug 8, 8:00 PM ET
- Accepted
- Aug 9, 8:37 PM ET
- Size
- 32.9 KB