CATALINA MARKETING CORP/DE 4

Accession 0000883977-07-000049

CIK 0000883977operating

View on SEC.gov Company Profile

Filed

Oct 2, 8:00 PM ET

Accepted

Oct 3, 4:47 PM ET

Size

36.2 KB

Accession

0000883977-07-000049

Insider Transaction Report

Form 4

Period: 2007-10-01

CATALINA MARKETING CORP/DEPOS

SCOTT CRAIG HENRY

SVP, Catalina Mktg & Pres, CHR

Transactions

Other
Stock Option
2007-10-01−40,050→ 0 total
Exercise: $20.20From: 2005-02-11Exp: 2014-07-26→ Common Stock (40,050 underlying)
Other
Stock Appreciation Right
2007-10-01−21,440→ 0 total
Exercise: $22.85From: 2007-04-18Exp: 2016-04-18→ Common Stock (21,440 underlying)
Other
Common Stock
2007-10-01$20.20/sh+40,050$809,010→ 40,050 total
Other
Stock Option
2007-10-01−50,000→ 0 total
Exercise: $0.00From: 2006-08-08Exp: 2015-08-08→ Common Stock (50,000 underlying)
Other
Stock Appreciation Right
2007-10-01−15,330→ 0 total
Exercise: $31.30From: 2008-02-28Exp: 2017-02-28→ Common Stock (15,330 underlying)
Other
Common Stock
2007-10-01$31.30/sh+15,330$479,829→ 36,770 total
Other
Common Stock
2007-10-01$32.50/sh−26,561.152$863,237→ 0 total
Other
Common Stock
2007-10-01$22.85/sh+21,440$489,904→ 21,440 total
Other
Common Stock
2007-10-01$32.50/sh−4,164$135,330→ 26,561.152 total
Other
Common Stock
2007-10-01$27.70/sh+50,000$1,385,000→ 50,000 total

Footnotes (5)

[F1]As a result of the merger of Checkout Acquisition Corp. with an into the issuer, each share of Catalina common stock issued and outstanding immediately prior to the effective time of the merger was automatically converted into the right to receive $32.50 in cash, without interest and less any required withholding taxes.
[F2]Prior to 10/1/07, such Performance Based Restricted Stock would become fully vested 3 years from the grant date if the Company met certain thresholds for a specified cumulative performance metric or such Service Based Restricted Stock would become fully vested 4 years from the grant date subject to continued employment at the Company or a subsidiary throughout the vesting period. Immediately prior to the effective time of the merger of Checkout Acquisition Corp. with and into the issuer, the restricted stock became fully vested and was converted into the right to receive $32.50 per share, without interest and less any required withholding taxes.
[F3]Prior to 10/1/07, such Stock Appreciation Rights would become fully vested 4 years from the grant date, vesting annualy at a rate of 25% per year beginning on the one year anniversary of the grant date, subject to continued employment at the Company or a subsidiary throughout the vesting period. Immediately prior to the effective time of the merger of Checkout Acquisition Corp. with and into the issuer, the Stock Appreciatioin Rights became fully vested and were converted into the right to receive a cash payment equal to the number of shares of Catalina common stock underlying such Catalina Stock Appreciation Right multiplied by the amount which $32.50 exceeded the exercise price of each Stock Appreciation Right, without interest and less any required withholding taxes.
[F4]Prior to 10/1/07, the options vested annualy at a rate of 25% per year beginning on February 11, 2005, subject to continued employment at the Company or a subsidiary throughout the vesting period. Immediately prior to the effective time of the merger of Checkout Acquisition Corp. with and into the issuer, the Stock Options became fully vested and were converted into the right to receive a cash payment equal to the number of shares of Catalina common stock underlying such Catalina Stock Option multiplied by the amount which $32.50 exceeded the exercise price of each Stock Option, without interest and less any required withholding taxes.
[F5]Prior to 10/1/07, such Stock Options would become fully vested 4 years from the grant date, vesting annualy at a rate of 25% per year beginning on the one year anniversary of the grant date, subject to continued employment at the Company or a subsidiary throughout the vesting period. Immediately prior to the effective time of the merger of Checkout Acquisition Corp. with and into the issuer, the Stock Options became fully vested and were converted into the right to receive a cash payment equal to the number of shares of Catalina common stock underlying such Catalina Stock Option multiplied by the amount which $32.50 exceeded the exercise price of each Stock Option, without interest and less any required withholding taxes.

Documents

1 file

4
c0001292319d20071003f4f.xmlPrimary
PRIMARY DOCUMENT

Issuer

CATALINA MARKETING CORP/DE

CIK 0000883977

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0000883977

Filing Metadata

Form type: 4
Filed: Oct 2, 8:00 PM ET
Accepted: Oct 3, 4:47 PM ET
Size: 36.2 KB

View on SEC.gov