4//SEC Filing
Barkmann Stephen E 4
Accession 0001140361-10-019655
CIK 0000353567other
Filed
May 6, 8:00 PM ET
Accepted
May 7, 1:17 PM ET
Size
14.8 KB
Accession
0001140361-10-019655
Insider Transaction Report
Form 4
ICO INCICOC
Barkmann Stephen E
Group President-Bayshore Ind.
Transactions
- Disposition to Issuer
Common Stock
2010-04-30−84,485→ 0 total - Disposition to Issuer
Common Stock (401(k))
2010-04-30−24,193→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2010-04-30−48,750→ 0 totalExercise: $5.40Exp: 2013-05-03→ Common Stock (48,750 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2010-04-30−20,000→ 0 totalExercise: $2.45Exp: 2015-05-25→ Common Stock (20,000 underlying)
Footnotes (6)
- [F1]Disposed of in connection with the merger of ICO, Inc. ('ICO') with and into ICO-Schulman, LLC (f/k/a Wildcat Spider, LLC), a wholly-owned subsidiary of A. Schulman, Inc. ('A. Schulman'), which became effective on April 30, 2010 (the 'Effective Date') (the 'Merger'). In accordance with the terms of the Agreement and Plan of Merger, dated December 2, 2009, by and among A. Schulman, ICO and Wildcat-Spider, LLC (the 'Merger Agreement'), each share of ICO common stock held by the reporting person converted into the right to receive approximately (i) $3.64 in cash and (ii) 0.181816 shares of A. Schulman common stock (the 'Merger Consideration'). The closing sale price of A. Schulman common stock on the NASDAQ Global Market on the Effective Date was $26.01. Accordingly, the value of the Merger Consideration for each share of ICO common stock was approximately $8.37 ($3.64 + $4.73 = $8.37).
- [F2]Includes 84,485 shares representing former shares of restricted stock that vested immediately prior to the effective time of the Merger and converted into the right to receive the Merger Consideration.
- [F3]Represents an estimate of the reporting person's interests in equivalent shares held in the unitized stock fund in ICO's 401(k) savings plan ('401(k) Plan'). In accordance with the terms of the Merger Agreement, each share of ICO common stock held in the unitized stock fund in the ICO 401(k) Plan converted into the right to receive the Merger Consideration.
- [F4]In accordance with the terms of the Merger Agreement, this option, which provided vesting in three equal annual installments beginning on May 3, 2008, was cancelled in exchange for a cash payment of $136,012.50.
- [F5]In accordance with the terms of the Merger Agreement, this option, which provided vesting in two equal annual installments beginning on May 25, 2008, was cancelled in exchange for a cash payment of $114,800.00.
- [F6]In accordance with the terms of the Merger Agreement, this option, which provided vesting in two equal annual installments beginning on August 9, 2007, was cancelled in exchange for a cash payment of $116,000.00.
Documents
Issuer
ICO INC
CIK 0000353567
Entity typeother
Related Parties
1- filerCIK 0001312202
Filing Metadata
- Form type
- 4
- Filed
- May 6, 8:00 PM ET
- Accepted
- May 7, 1:17 PM ET
- Size
- 14.8 KB