4//SEC Filing
BMC SOFTWARE INC 4
Accession 0001127602-13-027049
CIK 0000835729operating
Filed
Sep 11, 8:00 PM ET
Accepted
Sep 12, 1:34 PM ET
Size
13.5 KB
Accession
0001127602-13-027049
Insider Transaction Report
Form 4
MOORE HERBERT CARVEL JR
Sr VP, WW ESM Sales
Transactions
- Disposition to Issuer
Common Stock
2013-09-10$46.25/sh−41,229$1,906,841→ 0 total - Disposition to Issuer
Performance-based Market Stock Units
2013-09-10−23,741→ 0 total→ Common Stock (23,741 underlying) - Disposition to Issuer
Performance-based Market Stock Units
2013-09-10−11,348→ 0 total→ Common Stock (11,348 underlying) - Disposition to Issuer
Performance-based Market Stock Units
2013-09-10−8,288→ 0 total→ Common Stock (8,288 underlying)
Footnotes (6)
- [F1]Includes 31823 unvested restricted stock units ("RSUs") previously awarded. All the time-based RSUs vest based on continuous employment, 1/3 per year over three years from the respective grant date.
- [F2]Each performance-based market stock unit (MSU) represents the right to receive, following vesting, up to 150% of one share of BMC common stock. The actual number of shares of BMC common stock acquired upon vesting of the performance-based MSUs can range from 0% to 150% of the number of MSUs awarded and is contingent upon the achievement of pre-established performance metrics, as approved by BMC's Compensation Committee. One half of the performance-based MSUs are subject to vesting two years after the award date, and one half are subject to vesting three years after the award date.
- [F3]Unless earlier forfeited under the terms of the performance-based MSU award agreement, each performance-based MSU converts into up to 150% of one share of BMC common stock based upon performance vesting. One half of the performance-based MSUs will vest based upon performance over a two year period ending two years after the award date, and one half of the performance-based MSUs will vest based upon performance over a three year period ending three years after the award date.
- [F4]These performance-based market stock units were fully vested at the effective time of the merger and cancelled in exchange for a cash payment equal to the product of the number of stock units multiplied by the merger consideration of $46.25 per share.
- [F5]Each performance-based market stock unit (MSU) represents the right to receive, following vesting, up to 150% of one share of BMC common stock. The actual number of shares of BMC common stock acquired upon vesting of the performance-based MSUs can range from 0% to 150% of the number of MSUs awarded and is contingent upon the achievement of pre-established performance metrics, as approved by BMC's Compensation Committee. One half of the performance-based MSUs are subject to vesting two years after the award date, and one half are subject to vesting three years after the award date; provided, that any unvested MSUs after two years rollover and are eligible to vest after three years.
- [F6]Unless earlier forfeited under the terms of the performance-based MSU award agreement, each performance-based MSU converts into up to 150% of one share of BMC common stock based upon performance vesting. One half of the performance-based MSUs will vest based upon performance over a two year period ending two years after the award date, and one half of the performance-based MSUs will vest based upon performance over a three year period ending three years after the award date; provided, that any unvested MSUs after two years rollover and are eligible to vest after three years.
Documents
Issuer
BMC SOFTWARE INC
CIK 0000835729
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000835729
Filing Metadata
- Form type
- 4
- Filed
- Sep 11, 8:00 PM ET
- Accepted
- Sep 12, 1:34 PM ET
- Size
- 13.5 KB