COULTER CHAD 4

Accession 0000859139-12-000041

CIK 0000859139other

Filed

May 16, 8:00 PM ET

Accepted

May 17, 7:38 PM ET

Size

25.5 KB

Accession

0000859139-12-000041

Form 4

Period: 2012-05-15

Senior VP, Secy & Gen Counsel

Transactions

Disposition to Issuer
Restricted Share Units
2012-05-15−6,292→ 0 total
→ Class A Common Stock (6,292 underlying)
Disposition to Issuer
Class A Common Stock
2012-05-15$43.88/sh−38,991$1,710,730→ 0 total
Disposition to Issuer
Stock Option (right to buy)
2012-05-15−15,000→ 0 total
Exercise: $31.35From: 2007-02-08Exp: 2016-02-08→ Class A Common Stock (15,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-05-15−10,000→ 0 total
Exercise: $40.83From: 2008-02-07Exp: 2017-02-16→ Class A Common Stock (10,000 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-05-15−85,000→ 0 total
Exercise: $29.14From: 2010-06-17Exp: 2018-02-15→ Class A Common Stock (85,000 underlying)
Disposition to Issuer
Restricted Share Units
2012-05-15−11,770→ 0 total
→ Class A Common Stock (11,770 underlying)
Disposition to Issuer
Restricted Share Units
2012-05-15−2,245→ 0 total
→ Class A Common Stock (2,245 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-05-15−22,500→ 0 total
Exercise: $25.87From: 2005-02-11Exp: 2014-02-11→ Class A Common Stock (22,500 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-05-15−7,500→ 0 total
Exercise: $29.43From: 2006-02-09Exp: 2015-02-09→ Class A Common Stock (7,500 underlying)
Disposition to Issuer
Restricted Share Units
2012-05-15−10,430→ 0 total
→ Class A Common Stock (10,430 underlying)

Footnotes (5)

[F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of December 21, 2011 by and among the issuer, Tokio Marine Holdings, Inc. and TM Investment (Delaware) Inc. (the "Merger Agreement"), pursuant to which each of the shares was converted into the right to receive $43.875 in cash. In addition, pursuant to the terms of the Merger Agreement, a special cash dividend of $1.00 per share was paid in respect of such shares on May 16, 2012.
[F2]Pursuant to the terms of the Merger Agreement, such option, whether or not fully vested, was cancelled in exchange for the right to receive a cash payment equal to the amount by which $44.875 exceeded the exercise price per share of such option, multiplied by the number of shares of Class A Common Stock underlying such option.
[F3]1-for-1.
[F4]The terms of these restricted share units provided that the reporting person would receive the underlying shares of Class A Common Stock in installments over various specified time periods, subject to accelerated delivery upon the occurrence of various specified events.
[F5]Pursuant to the terms of the Merger Agreement, such restricted share units, whether or not fully vested, were cancelled in exchange for the right to receive a cash payment of $43.875 per underlying share of Class A Common Stock. In addition, pursuant to the terms of the Merger Agreement, a payment in the amount of $1.00 per share of Class A Common Stock underlying such units was made on May 16, 2012.

Documents

1 file

DELPHI FINANCIAL GROUP INC/DE

CIK 0000859139

Entity typeother