4//SEC Filing
EMC CORP 4
Accession 0000790070-16-000291
CIK 0000790070operating
Filed
Sep 7, 8:00 PM ET
Accepted
Sep 8, 5:02 PM ET
Size
17.0 KB
Accession
0000790070-16-000291
Insider Transaction Report
Form 4
EMC CORPEMC
Cashman Denis
Chief Acctg Off & COO, Finance
Transactions
- Exercise/Conversion
Common Stock
2016-09-06$19.11/sh+105,000$2,006,550→ 448,667 total - Tax Payment
Common Stock
2016-09-06−50,304→ 205,753 total - Tax Payment
Common Stock
2016-09-06$28.77/sh−86,333$2,483,800→ 362,334 total - Tax Payment
Common Stock
2016-09-06−6,145→ 256,057 total - Disposition to Issuer
Common Stock
2016-09-07−205,753→ 0 total - Exercise/Conversion
Stock Option Right To Buy
2016-09-06−105,000→ 0 totalExercise: $19.11From: 2008-11-28Exp: 2017-11-28→ Common Stock (105,000 underlying) - Disposition to Issuer
Common Stock
2016-09-06−100,132→ 262,202 total
Footnotes (7)
- [F1]In connection with the merger (the "Merger") of Universal Acquisition Co. with and into EMC Corporation on September 7, 2016, these shares were acquired pursuant to the automatic net exercise of stock options occurring immediately prior to 11:59 p.m., New York City time on September 6, 2016 (the "Vesting Effective Time").
- [F2]Consists of shares withheld by EMC to satisfy the applicable exercise price upon exercise of options and associated tax withholding obligations related to the automatic net exercise of options immediately prior to the Vesting Effective Time described in footnote 1 above.
- [F3]In connection with the Merger, these restricted stock units (the "EMC RSUs") were cancelled in exchange for a deferred cash award (the "Deferred Cash Award") and options (the "Rollover Options") to purchase shares of Class C common stock of Denali Holding Inc. (the "Class C Shares"). Each Deferred Cash Award has a cash value equal to the closing price of a share of EMC common stock on the last trading day prior to the Closing. The Deferred Cash Awards maintain the existing time-based vesting schedule that applied to the cancelled EMC RSUs, with any performance-vesting condition deemed satisfied at the target level of performance at the Closing. The Rollover Options will be granted as soon as practicable following the closing of the Merger, and will have a three-year term and a per share exercise price equal to the fair market value of a Class C Share on the date of grant. Each Rollover Option will vest and become exercisable on the same schedule as the Deferred Cash Award to which it relates.
- [F4]Shares withheld by EMC to satisfy certain taxes payable in connection with the vesting of previously awarded shares of restricted stock.
- [F5]Shares withheld by EMC to satisfy certain taxes payable in connection with the vesting of previously awarded restricted stock units.
- [F6]In connection with the Merger, at the effective time of the Merger, each outstanding share of EMC Corporation common stock beneficially owned by the reporting person was automatically canceled and converted into the right to receive (i) $24.05 in cash and (ii) 0.11146 of a share of Class V Common Stock of Dell Technologies Inc. (f/k/a Denali Holding Inc.).
- [F7]In connection with the merger (the "Merger") of Universal Acquisition Co. with and into EMC Corporation on September 7, 2016, these stock options were automatically net exercised immediately prior to 11:59 p.m., New York City time on September 6, 2016 (the "Vesting Effective Time").
Documents
Issuer
EMC CORP
CIK 0000790070
Entity typeoperating
IncorporatedMA
Related Parties
1- filerCIK 0000790070
Filing Metadata
- Form type
- 4
- Filed
- Sep 7, 8:00 PM ET
- Accepted
- Sep 8, 5:02 PM ET
- Size
- 17.0 KB