4//SEC Filing
PATEL SUNIT S 4
Accession 0001209191-17-059233
CIK 0000018926other
Filed
Nov 2, 8:00 PM ET
Accepted
Nov 3, 5:07 PM ET
Size
16.1 KB
Accession
0001209191-17-059233
Insider Transaction Report
Form 4
PATEL SUNIT S
Executive Vice President & CFO
Transactions
- Award
Common Stock
2017-11-01+644,892→ 644,892 total - Award
Common Stock
2017-11-01+533,699→ 1,178,591 total - Disposition to Issuer
Common Stock
2017-11-01$17.85/sh−387,437$6,915,750→ 791,154 total - Award
Common Stock
2017-11-01+8,538→ 8,538 total(indirect: By 401(k)) - Award
Common Stock
2017-11-01+1,428→ 1,428 total(indirect: By IRA) - Award
Common Stock
2017-11-01+77,742→ 868,896 total - Award
Common Stock
2017-11-01+67,377→ 936,273 total
Footnotes (5)
- [F1]On November 1, 2017, the Issuer acquired Level 3 Communications, Inc. ("Level 3" and such acquisition, the "Merger") pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, Level 3, Wildcat Merger Sub I LLC and WWG Merger Sub LLC. Upon the Effective Time (as defined in the Merger Agreement), each outstanding Level 3 common share held by the Reporting Person was converted into the right to receive (a) $26.50 in cash, without interest, and (b) 1.4286 shares of the Issuer's common stock, with cash paid in lieu of fractional shares.
- [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding Level 3 restricted stock unit award was converted into a restricted stock unit award (the "RSUs") relating to a number of shares of the Issuer's common stock (rounded up to the nearest whole share) equal to the product of (a) 2.8386 (the Equity Award Exchange Ratio, calculated as provided in the Merger Agreement) multiplied by (b) the number of Level 3 common shares subject to the award immediately prior to the Effective Time.
- [F3]Effective immediately following the Merger, pursuant to an agreement between the Issuer and the Reporting Person, these RSUs were fully vested and converted to a deferred cash award, which will pay out in accordance with the original award payout schedule.
- [F4]Represents a grant of restricted stock that will vest on November 1, 2020, with payout ranging between 0-200% based on the level of achievement on two separate but equally-weighted performance criteria (one qualitative and one quantitative).
- [F5]Represents a grant of restricted stock that will vest on November 1, 2018.
Documents
Issuer
CENTURYLINK, INC
CIK 0000018926
Entity typeother
Related Parties
1- filerCIK 0001233367
Filing Metadata
- Form type
- 4
- Filed
- Nov 2, 8:00 PM ET
- Accepted
- Nov 3, 5:07 PM ET
- Size
- 16.1 KB