4//SEC Filing
STEC, INC. 4
Accession 0001181431-13-049215
CIK 0001102741operating
Filed
Sep 15, 8:00 PM ET
Accepted
Sep 16, 7:19 PM ET
Size
11.9 KB
Accession
0001181431-13-049215
Insider Transaction Report
Form 4
STEC, INC.STEC
Cook Raymond D
Chief Financial Officer
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2013-09-12−37,500→ 0 totalFrom: 2013-09-12→ Common Stock (37,500 underlying) - Disposition to Issuer
Common Stock
2013-09-12$6.85/sh−29,436$201,637→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2013-09-12−140,000→ 0 totalFrom: 2013-09-12→ Common Stock (140,000 underlying) - Disposition to Issuer
Conmon Stock
2013-09-12$6.85/sh−161,750$1,107,988→ 0 total
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of June 23, 2013 (the "Merger Agreement"), by and among sTec, Inc. (the "Issuer"), Western Digital Corporation ("WDC") and Lodi Ventures, Inc. ("Merger Sub"), on September 12, 2013 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"). In connection with the termination of employment of Mr. Cook with the Issuer immediately prior to the Effective Time, these restricted stock units were accelerated to fully vest immediately prior to the Effective Time, and were cancelled and converted into the right to receive $6.85 per share in cash (the "Merger Consideration") at the Effective Time.
- [F2]These shares of common stock of the Issuer were automatically cancelled and converted into the right to receive the Merger Consideration.
- [F3]This option was fully vested at the Effective Time, had an exercise price less than the Merger Consideration, and was converted into an option to purchase 3,983 shares of WDC common stock for $33.14 per share at the Effective Time. Given that Mr. Cook's employment with the Issuer was terminated immediately prior to the Effective Time, he will only have 90 days after the Effective Time to exercise this substituted option.
- [F4]These options, which were fully vested or accelerated to fully vest at the Effective Time, had exercise prices greater than the Merger Consideration, and were converted into options (similarly out of the money) to purchase shares of WDC common stock at the Effective Time. Given that Mr. Cook's employment with the Issuer was terminated immediately prior to the Effective Time, he will only have 90 days after the Effective Time to exercise these substituted options.
Documents
Issuer
STEC, INC.
CIK 0001102741
Entity typeoperating
IncorporatedCA
Related Parties
1- filerCIK 0001102741
Filing Metadata
- Form type
- 4
- Filed
- Sep 15, 8:00 PM ET
- Accepted
- Sep 16, 7:19 PM ET
- Size
- 11.9 KB