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4//SEC Filing

Gilmartin James 4

Accession 0001214659-17-006539

CIK 0001518222other

Filed

Nov 7, 7:00 PM ET

Accepted

Nov 8, 4:51 PM ET

Size

13.9 KB

Accession

0001214659-17-006539

Insider Transaction Report

Form 4
Period: 2017-11-08
GILMARTIN JAMES R
SVP, General Counsel
Transactions
  • Disposition to Issuer

    Common Stock

    2017-11-08140,0840 total
  • Disposition to Issuer

    Common Stock

    2017-11-08116,1990 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2017-11-0875,0000 total
    Common Stock (75,000 underlying)
  • Gift

    Common Stock

    2017-11-061,434140,084 total
  • Award

    Common Stock

    2017-11-08+116,199116,199 total
Footnotes (4)
  • [F1]Reported transaction was a gift to a charitable organization.
  • [F2]At the Effective Time, (i) each issued and outstanding share of common stock of the Company was cancelled and converted into the right to receive $14.00 in cash, without interest (the "Merger Consideration"), and (ii) each outstanding restricted stock award and restricted stock unit award became fully vested (in the case of awards that vested solely based on continued service) or became vested to the extent provided for in the applicable award agreement (in the case of awards that vested based on performance conditions for which the performance period was not complete, with performance determined in accordance with the Merger Agreement) and was cancelled and converted into the right to receive the Merger Consideration in respect of each vested share of common stock of the Company subject to such award, in each case subject to applicable withholding taxes.
  • [F3]Represents performance-based restricted stock unit awards that became vested and were converted at the Effective Time into the right to receive the Merger Consideration, subject to applicable withholding taxes, as provided in the Merger Agreement and as described in footnote 2.
  • [F4]At the Effective Time, each outstanding option to acquire shares of common stock of the Company became fully vested (to the extent unvested) and was cancelled and converted into the right to receive the product of (1) the excess, if any, of the Merger Consideration over the applicable exercise price of such option, multiplied by (2) the total number of shares of common stock of the Company subject to such option. Any options that had an exercise price per share that was equal to or greater than the Merger Consideration were cancelled for no consideration.

Issuer

Bankrate, Inc.

CIK 0001518222

Entity typeother

Related Parties

1
  • filerCIK 0001631450

Filing Metadata

Form type
4
Filed
Nov 7, 7:00 PM ET
Accepted
Nov 8, 4:51 PM ET
Size
13.9 KB