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4//SEC Filing

WHERRY STEPHEN R 4

Accession 0001136385-20-000002

CIK 0000042316other

Filed

Dec 29, 7:00 PM ET

Accepted

Dec 30, 2:04 PM ET

Size

7.5 KB

Accession

0001136385-20-000002

Insider Transaction Report

Form 4
Period: 2020-12-30
WHERRY STEPHEN R
CoCEO,Sr.VP,CFO,Tres,AsstSec
Transactions
  • Disposition to Issuer

    Common Stock

    2020-12-30$7.00/sh50,000$350,0000 total
  • Disposition from Tender

    Common Stock

    2020-12-30$7.00/sh55,000$385,0000 total
Footnotes (2)
  • [F1]Represents shares of common stock, par value $0.10 per share, of The Goldfield Corporation, a Delaware corporation (the "Company") that were tendered to FR Utility Services Merger Sub, Inc., a Delaware corporation ("Acquisition Sub") and a wholly owned subsidiary of FR Utility Services, Inc., a Delaware corporation ("Parent"), in the tender offer commenced by Acquisition Sub pursuant to the terms of that certain Agreement and Plan of Merger, dated as of November 23, 2020 (the "Merger Agreement"), by and among the Company, Acquisition Sub and Parent, to purchase all of the outstanding shares of common stock of the Company at a price per share of $7.00, net to the seller in cash, without interest and less any applicable withholding taxes. The tender offer expired at one minute after 11:59 p.m., New York City Time, on December 29, 2020 and Acquisition Sub accepted all shares that were validly tendered and not properly withdrawn pursuant to the tender offer.
  • [F2]Pursuant to the terms of the Merger Agreement, each restricted stock unit ("RSU") that was outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) vested in full and was cancelled, and the holder thereof became entitled to receive, in respect of each share subject to such RSU, $7.00 in cash, without interest and less any applicable withholding taxes.

Issuer

GOLDFIELD CORP

CIK 0000042316

Entity typeother

Related Parties

1
  • filerCIK 0001136385

Filing Metadata

Form type
4
Filed
Dec 29, 7:00 PM ET
Accepted
Dec 30, 2:04 PM ET
Size
7.5 KB