Duffy Mark F 4
4 · CBOE Holdings, Inc. · Filed Jun 18, 2010
Insider Transaction Report
Form 4
Duffy Mark F
Director
Transactions
- Other
Class A Common Stock
2010-06-18+320,000→ 320,000 total(indirect: By Partnership) - Other
Class A-1 Common Stock
2010-06-18+160,000→ 160,000 total(indirect: By Partnership) - Other
Class A-2 Common Stock
2010-06-18+160,000→ 160,000 total(indirect: By Partnership) - Other
Class A Common Stock
2010-06-18−320,000→ 0 total(indirect: By Partnership)
Footnotes (4)
- [F1]Represents shares of Class A Common Stock received from the Company in connection with the Company's restructuring transaction, a merger exempt from Section 16(b) pursuant to Rule 16b-7 and approved by the board of directors of the Company in accordance with Rule 16b-3.
- [F2]Reflects shares owned by Fugue, General Partnership. Mr. Duffy is the trustee of the Mark F. Duffy Trust, which is a general partner of Fugue and owns 50% of the partnership interests of Fugue. Mr. Duffy disclaims beneficial ownership of those shares in which he does not have a pecuniary interest.
- [F3]Pursuant to a reclassification exempt under Rule 16b-7, each share of Class A Common Stock not sold in the Company's initial public offering converted into one-half of one share of Class A-1 Common Stock and one-half of one share of Class A-2 Common Stock upon completion of the Company's initial public offering.
- [F4]Each issued and outstanding share of Class A-1 Common Stock and Class A-2 Common Stock shall automatically convert (without any action by the holder) into one share of Unrestricted Common Stock on the one hundred eightieth (180th) and three hundred sixtieth (360th) day, respectively, following the date that shares of CBOE Holdings Unrestricted Common Stock are issued in the Company's initial public offering, subject in each case to the Company's right to delay such conversion in connection with an organized sale.