4//SEC Filing
TOCKMAN CRAIG 4
Accession 0001140361-18-035264
CIK 0000881890other
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 7:44 PM ET
Size
28.2 KB
Accession
0001140361-18-035264
Insider Transaction Report
Form 4
ABAXIS INCABAX
TOCKMAN CRAIG
VP-Sales & Mktg, Animal Health
Transactions
- Disposition to Issuer
Restricted Stock Units
2018-07-31−7,650→ 0 totalExercise: $0.00→ Common Stock (7,650 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−6,000→ 0 totalExercise: $0.00→ Common Stock (6,000 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−16,000→ 0 totalExercise: $0.00→ Common Stock (16,000 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−16,000→ 0 totalExercise: $0.00→ Common Stock (16,000 underlying) - Disposition to Issuer
Common Stock
2018-07-31$83.00/sh−25,678$2,131,274→ 0 total - Disposition to Issuer
Restricted Stock Units
2018-07-31−6,300→ 0 totalExercise: $0.00→ Common Stock (6,300 underlying) - Disposition to Issuer
Restricted Stock Units
2018-07-31−9,000→ 0 totalExercise: $0.00→ Common Stock (9,000 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−8,000→ 0 totalExercise: $0.00→ Common Stock (8,000 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−6,000→ 0 totalExercise: $0.00→ Common Stock (6,000 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2018-07-31−8,000→ 0 totalExercise: $0.00→ Common Stock (8,000 underlying) - Disposition to Issuer
Restricted Stock Units
2018-07-31−8,550→ 0 totalExercise: $0.00→ Common Stock (8,550 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated May 15, 2018, by and among Abaxis, Inc., a California corporation (the "Issuer"), Zoetis Inc., a Delaware corporation ("Parent"), and Zeus Merger Sub, Inc., a California corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), on July 31, 2018, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, these shares were cancelled and converted into the right to receive $83.00 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").
- [F2]Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each of these unvested restricted stock units was cancelled and automatically converted into time-vesting restricted stock unit awards with respect to shares of common stock, par value $0.01 per share, of Parent (the "Parent Common Stock"), with the number of underlying shares adjusted to reflect an exchange ratio based on the closing prices of shares of Parent Common Stock and Issuer common stock for the ten full trading days before the closing of the Merger, and on substantially the same terms and conditions (including the time-based vesting schedule) as were applicable to such Issuer restricted stock unit awards immediately prior to the Effective Time.
- [F3]Not applicable.
- [F4]Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each of these unvested restricted stock units was cancelled and automatically converted into time-vesting restricted stock unit awards with respect to shares of common stock, par value $0.01 per share, of Parent (the "Parent Common Stock"), with the number of underlying shares adjusted to reflect an exchange ratio based on the closing prices of shares of Parent Common Stock and Issuer common stock for the ten full trading days before the closing of the Merger, and on substantially the same terms and conditions (including the time-based vesting schedule) as were applicable to such Issuer restricted stock unit awards immediately prior to the Effective Time, except that any performance goals underlying such Issuer performance-based restricted stock unit awards were deemed satisfied as of the Effective Time.
Documents
Issuer
ABAXIS INC
CIK 0000881890
Entity typeother
Related Parties
1- filerCIK 0001606527
Filing Metadata
- Form type
- 4
- Filed
- Aug 1, 8:00 PM ET
- Accepted
- Aug 2, 7:44 PM ET
- Size
- 28.2 KB