4//SEC Filing
DAURELLE LAWRENCE E 4
Accession 0000859139-12-000042
CIK 0000859139other
Filed
May 16, 8:00 PM ET
Accepted
May 17, 7:41 PM ET
Size
14.7 KB
Accession
0000859139-12-000042
Insider Transaction Report
Form 4
DAURELLE LAWRENCE E
Director
Transactions
- Disposition to Issuer
Class A Common Stock
2012-05-15$43.88/sh−25,854$1,134,344→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2012-05-15−225,000→ 0 totalExercise: $27.87From: 2007-02-28Exp: 2014-04-22→ Class A Common Stock (225,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-05-15−60,000→ 0 totalExercise: $24.91From: 2012-12-31Exp: 2019-08-05→ Class A Common Stock (60,000 underlying) - Disposition to Issuer
Class A Common Stock
2012-05-15$43.88/sh−4,847$212,662→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2012-05-15−75,000→ 0 totalExercise: $31.10From: 2009-03-02Exp: 2015-12-28→ Class A Common Stock (75,000 underlying)
Footnotes (4)
- [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. ("Tokio Marine") 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]Disposed of pursuant to the Merger Agreement, pursuant to which the performance-based vesting conditions applicable to these restricted shares were deemed satisfied and such shares were converted into the right to receive $43.875 per share in cash, which will vest and be paid on March 5, 2013, subject to the reporting person's continued provision of services to Tokio Marine and its affiliates through such date, subject, in the event of certain terminations of employment occurring prior to such date, to accelerated vesting and payment. 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.
- [F3]Pursuant to the terms of the Merger Agreement, such option 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.
- [F4]Pursuant to the Merger Agreement, the performance-based vesting conditions applicable to this option were deemed satisfied and such option was converted into the right to receive $44.875 in cash, which will vest and be paid on December 31, 2012, subject to the reporting person's continued provision of services to Tokio Marine and its affiliates through such date, subject, in the event of certain terminations of employment occurring prior to such date, to accelerated vesting and payment.
Documents
Issuer
DELPHI FINANCIAL GROUP INC/DE
CIK 0000859139
Entity typeother
Related Parties
1- filerCIK 0001251676
Filing Metadata
- Form type
- 4
- Filed
- May 16, 8:00 PM ET
- Accepted
- May 17, 7:41 PM ET
- Size
- 14.7 KB