4//SEC Filing
Golubovich Ilya 4
Accession 0001209191-19-030449
CIK 0000319815other
Filed
May 15, 8:00 PM ET
Accepted
May 16, 4:57 PM ET
Size
31.2 KB
Accession
0001209191-19-030449
Insider Transaction Report
Form 4
Golubovich Ilya
Director
Transactions
- Disposition to Issuer
Stock Options (Right to Buy)
2019-05-16−5,000→ 0 totalExercise: $5.37Exp: 2028-05-15→ Common Stock (5,000 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2019-05-16−5,000→ 0 totalExercise: $5.86Exp: 2027-07-13→ Common Stock (5,000 underlying) - Exercise/Conversion
Common Stock
2019-05-16+19,785→ 114,725 total - Exercise/Conversion
Common Stock
2019-05-16+1,128→ 115,853 total - Disposition from Tender
Common Stock
2019-05-16−121,472→ 0 total - Exercise/Conversion
Restricted Stock Units
2019-05-16−2,776→ 0 totalExercise: $0.00→ Common Stock (2,776 underlying) - Exercise/Conversion
Common Stock
2019-05-16+2,776→ 118,629 total - Exercise/Conversion
Common Stock
2019-05-16+2,843→ 121,472 total - Disposition from Tender
Common Stock
2019-05-16−1,947,302→ 0 total(indirect: Arbat Capital Group Limited) - Exercise/Conversion
Restricted Stock Units
2019-05-16−19,785→ 0 totalExercise: $0.00→ Common Stock (19,785 underlying) - Disposition from Tender
Common Stock
2019-05-16−1,390,204→ 0 total(indirect: I2BF Energy Limited) - Exercise/Conversion
Restricted Stock Units
2019-05-16−1,128→ 0 totalExercise: $0.00→ Common Stock (1,128 underlying) - Exercise/Conversion
Restricted Stock Units
2019-05-16−2,843→ 0 totalExercise: $0.00→ Common Stock (2,843 underlying)
Footnotes (11)
- [F1]These units do not carry a conversion price.
- [F10]Option becomes exercisable on the earlier of: (1) May 20, 2019 or (2) the Company's 2019 annual meeting date; as long as the holder remains in service to the Company. In connection with the consummation of the merger, the option was fully vested and cancelled, subject to a 90 day exercise window. The option was assumed by Tesla in the merger and replaced with an option to purchase 96 shares of Tesla Common Stock with an exercise price of $278.24 per share.
- [F11]Option vested in full on May 20, 2018. In connection with the consummation of the merger, the option was cancelled, subject to a 90 day exercise window. The option was assumed by Tesla in the merger and replaced with an option to purchase 96 shares of Tesla Common Stock with an exercise price of $303.63 per share.
- [F2]Pursuant to the Agreement and Plan of Merger, dated as of February 3, 2019 (the "Merger Agreement"), by and among Tesla, inc. ("Tesla"), Cambria Acquisition Corp. and the Issuer, each share of common stock was tendered in exchange for 0.0193 of a share of Tesla common stock, together with cash in lieu of any fractional shares of Tesla common stock. Upon consummation of the tender offer, the Reporting Person received Transaction Consideration of 2,344 shares of Tesla common stock and $100.72 in lieu of fractional shares of Tesla common stock.
- [F3]Pursuant to the Agreement and Plan of Merger, dated as of February 3, 2019 (the "Merger Agreement"), by and among Tesla, inc. ("Tesla"), Cambria Acquisition Corp. and the Issuer, each share of common stock was tendered in exchange for 0.0193 of a share of Tesla common stock, together with cash in lieu of any fractional shares of Tesla common stock. Upon consummation of the tender offer, Arbat Capital Group Limited received Transaction Consideration of 37,582 shares of Tesla common stock and $228.34 in lieu of fractional shares of Tesla common stock.
- [F4]Ilya Golubovich is a director of I2BF Venture Partners Ltd., the sole shareholder of I2BF Energy, Ltd., and a director of Arbat Capital Group Limited and has voting and dispositive power with respect to these shares. Ilya Golubovich disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- [F5]Pursuant to the Agreement and Plan of Merger, dated as of February 3, 2019 (the "Merger Agreement"), by and among Tesla, inc. ("Tesla"), Cambria Acquisition Corp. and the Issuer, each share of common stock was tendered in exchange for 0.0193 of a share of Tesla common stock, together with cash in lieu of any fractional shares of Tesla common stock. Upon consummation of the tender offer, I2BF Energy Limited received Transaction Consideration of 26,830 shares of Tesla common stock and $230.46 in lieu of fractional shares of Tesla common stock.
- [F6]Each restricted stock unit (RSU) represents a right to receive one share of the Issuer's common stock.
- [F7]This RSU represents the holder's annual non-employee director award, which vests in full in connection with a change of control, which is triggered by the execution of the Merger Agreement.
- [F8]These units do not expire.
- [F9]These RSUs are fully vested upon grant and have been awarded in lieu of cash consideration for non-employee director fees, per the reporting person's election. Shares are being delivered to the reporting in connection with a change of control, which is triggered by the execution of the Merger Agreement.
Documents
Issuer
MAXWELL TECHNOLOGIES INC
CIK 0000319815
Entity typeother
Related Parties
1- filerCIK 0001707104
Filing Metadata
- Form type
- 4
- Filed
- May 15, 8:00 PM ET
- Accepted
- May 16, 4:57 PM ET
- Size
- 31.2 KB