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4//SEC Filing

EMC CORP 4

Accession 0000790070-16-000302

CIK 0000790070operating
View on SEC.govCompany Profile

Filed

Sep 7, 8:00 PM ET

Accepted

Sep 8, 5:27 PM ET

Size

57.3 KB

Accession

0000790070-16-000302

Insider Transaction Report

Form 4
Period: 2016-09-06
EMC CORPEMC
Scannell William F
EVP, Global Sales/Customer Ops
Transactions
  • Exercise/Conversion

    Common Stock

    2016-09-06$15.18/sh+5,600$85,008→ 525,538 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$15.31/sh+9,750$149,273→ 532,376 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−19,130$550,370→ 530,315 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−27,562$792,959→ 533,377 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$26.80/sh+21,710$581,828→ 555,087 total
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−16,506→ 0 total
    Exercise: $20.47From: 2011-08-03Exp: 2020-08-03→ Common Stock (16,506 underlying)
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−21,710→ 0 total
    Exercise: $26.80From: 2013-08-08Exp: 2022-08-08→ Common Stock (21,710 underlying)
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−4,200$120,834→ 521,338 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−7,335$211,028→ 525,041 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−7,460$214,624→ 526,385 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$25.04/sh+20,539$514,297→ 549,445 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$20.47/sh+16,506$337,878→ 542,891 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−27,499$791,146→ 532,341 total
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−9,750→ 0 total
    Exercise: $15.31From: 2010-08-04Exp: 2019-08-04→ Common Stock (9,750 underlying)
  • Exercise/Conversion

    Common Stock

    2016-09-06$25.04/sh+29,525$739,306→ 559,840 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$26.80/sh+28,598$766,426→ 560,939 total
  • Disposition to Issuer

    Common Stock

    2016-09-06−193,659→ 340,505 total
  • Disposition to Issuer

    Common Stock

    2016-09-07−249,257→ 0 total
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−20,539→ 0 total
    Exercise: $25.04From: 2012-08-03Exp: 2021-08-03→ Common Stock (20,539 underlying)
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−29,525→ 0 total
    Exercise: $25.04From: 2012-08-03Exp: 2021-08-03→ Common Stock (29,525 underlying)
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−28,598→ 0 total
    Exercise: $26.80From: 2013-08-08Exp: 2022-08-08→ Common Stock (28,598 underlying)
  • Exercise/Conversion

    Common Stock

    2016-09-06$15.31/sh+5,200$79,612→ 526,538 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−3,912$112,548→ 522,626 total
  • Exercise/Conversion

    Common Stock

    2016-09-06$20.47/sh+8,804$180,218→ 533,845 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−13,985$402,348→ 528,906 total
  • Tax Payment

    Common Stock

    2016-09-06$28.77/sh−20,923$601,955→ 534,164 total
  • Tax Payment

    Common Stock

    2016-09-06−91,248→ 249,257 total
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−5,600→ 0 total
    Exercise: $15.18From: 2009-08-20Exp: 2018-08-20→ Common Stock (5,600 underlying)
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−5,200→ 0 total
    Exercise: $15.31From: 2010-08-04Exp: 2019-08-04→ Common Stock (5,200 underlying)
  • Exercise/Conversion

    Stock Option Right To Buy

    2016-09-06−8,804→ 0 total
    Exercise: $20.47From: 2011-08-03Exp: 2020-08-03→ Common Stock (8,804 underlying)
Footnotes (8)
  • [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 restricted stock units.
  • [F5]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.).
  • [F6]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").
  • [F7]In connection with the Merger, 7,149 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.
  • [F8]In connection with the Merger, 4,342 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.

Documents

1 file

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, 5:27 PM ET
Size
57.3 KB
View on SEC.gov