Home/Filings/4/0001209191-11-045328
4//SEC Filing

PULTE WILLIAM J 4

Accession 0001209191-11-045328

CIK 0000822416other

Filed

Aug 22, 8:00 PM ET

Accepted

Aug 24, 6:09 AM ET

Size

7.8 KB

Accession

0001209191-11-045328

Insider Transaction Report

Form 4
Period: 2011-08-19
PULTE WILLIAM J
DirectorChairman of the Board10% Owner
Transactions
  • OtherSwap

    Forward sale contract (obligation to sell)

    2011-08-19+5,999,9905,999,990 total
    From: 2013-01-11Exp: 2013-01-11Common Stock (5,999,990 underlying)
Footnotes (3)
  • [F1]On August 19, 2011, the reporting person entered into a prepaid variable forward sale contract with an unaffiliated third party buyer. This contract obligates the reporting person to deliver to the buyer up to 5,999,990 shares of PulteGroup, Inc. ("PHM") common stock (or, at the reporting person's election, an equivalent amount of cash based on the market price of PHM common stock at that time) ratably over a six-day period consisting of January 11, 14, 15, 16, 17 and 18, 2013 (each, a "Maturity Date"). In exchange for assuming this obligation, the reporting person received a cash payment of $19,751,106.08. The reporting person pledged 5,999,990 shares of PHM common stock (the "Pledged Shares") to secure his obligations under the contract, and retained voting rights in the Pledged Shares during the term of the pledge.
  • [F2]The contract provided that the number of shares of PHM common stock to be delivered to the buyer with respect to each Maturity Date is to be determined as follows: (a) if the closing price of PHM common stock on such Maturity Date (the "Settlement Price") is less than or equal to $4.1407 (the "Floor Price"), the reporting person will deliver to the buyer the ratable portion of the Pledged Shares to be delivered with respect to each Maturity Date (each ratable portion, the "Number of Shares"). The Number of Shares shall be (i) 999,998 shares on each of January 11, 14, 15 and 16, 2013 and (ii) 999,999 on each of January 17 and 18, 2013; (b) if the Settlement Price is greater than the Floor Price and less than or equal to $6.2111 (the "Cap Price"), the reporting person will deliver to the buyer a number of shares
  • [F3]of PHM common stock equal to the applicable Number of Shares multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, the reporting person will deliver to the buyer the number of shares of PHM common stock equal to the applicable Number of Shares multiplied by a fraction, the numerator of which is the Floor Price plus the excess of the Settlement Price over the Cap Price, and the denominator of which is the Settlement Price.

Issuer

PULTEGROUP INC/MI/

CIK 0000822416

Entity typeother

Related Parties

1
  • filerCIK 0001231248

Filing Metadata

Form type
4
Filed
Aug 22, 8:00 PM ET
Accepted
Aug 24, 6:09 AM ET
Size
7.8 KB