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Zhang Rong 4

Accession 0001062993-12-004449

CIK 0001081206other

Filed

Nov 1, 8:00 PM ET

Accepted

Nov 2, 8:59 PM ET

Size

7.0 KB

Accession

0001062993-12-004449

Insider Transaction Report

Form 4
Period: 2012-10-31
Zhang Rong
Chief Financial Officer
Transactions
  • Disposition to Issuer

    Stock Option (right to buy)

    2012-10-31$0.95/sh504,901$479,6560 total
    Exercise: $4.85Exp: 2016-01-03Common Stock (504,901 underlying)
Footnotes (3)
  • [F1]On October 31, 2012, China TransInfo Technology Corp. (the "Issuer") completed the merger pursuant to that certain Agreement and Plan of Merger dated as of June 8, 2012 (the "Merger Agreement"), by and among the Issuer, TransCloud Company Limited, a Cayman Islands exempted company with limited liability ("Parent") and TransCloud Acquisition, Inc., a Nevada corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.
  • [F2]The option was disposed pursuant to the Merger Agreement, among which 220,894 vested shares were converted into the right to receive a cash amount equal to the number of vested shares underlying such option immediately prior to the effective time of the Merger multiplied by the amount by which $5.80 exceeds the exercise price per share of such option. The remaining unvested 284,007 shares were also converted into the right to receive a cash amount pursuant to the Merger Agreement but subject to the same vesting conditions and vesting schedules applicable to the option.
  • [F3]The option vests in equal installments on a quarterly basis over a four -year period beginning on January 3, 2011.

Issuer

China TransInfo Technology Corp.

CIK 0001081206

Entity typeother

Related Parties

1
  • filerCIK 0001509675

Filing Metadata

Form type
4
Filed
Nov 1, 8:00 PM ET
Accepted
Nov 2, 8:59 PM ET
Size
7.0 KB