|4Jun 13, 5:48 PM ET

KRONOS INC 4

4 · KRONOS INC · Filed Jun 13, 2007

Insider Transaction Report

Form 4
Period: 2007-06-11
GEORGE PETER
Vice President, Engineering
Transactions
  • Other

    Common Stock

    2007-06-1136,3640 total
  • Disposition to Issuer

    Option to Buy

    2007-06-11$16.19/sh43,500$704,2650 total
    Exercise: $38.81Exp: 2008-05-21Common Stock (43,500 underlying)
  • Disposition to Issuer

    Option to Buy

    2007-06-11$6.79/sh37,750$256,3230 total
    Exercise: $48.21Exp: 2009-05-22Common Stock (37,750 underlying)
  • Disposition to Issuer

    Option to Buy

    2007-06-11$6.78/sh45,000$305,1000 total
    Exercise: $48.22Exp: 2010-06-05Common Stock (45,000 underlying)
  • Disposition to Issuer

    Common Stock

    2007-06-1138,3580 total
  • Disposition to Issuer

    Restricted Stock Units (right to buy)

    2007-06-11$54.99/sh20,000$1,099,8000 total
    Exercise: $0.01Exp: 2010-12-16Common Stock (20,000 underlying)
Footnotes (6)
  • [F1]Disposed of pursuant to merger agreement between issuer and Seahawk Merger Sub Corporation in exchange for a cash payment of $55 per share on the effective date of the merger.
  • [F2]Disposed of pursuant to merger agreement between issuer and Seahawk Merger Sub Corporation in exchange for 400,004 shares of Seahawk Acquisition Holdings Corporation ("Seahawk Holdings"). Each share of the issuer was exchanged for 11 shares of Seahawk Holdings.
  • [F3]This option, which provided for vesting in four equal installments beginning on November 21, 2004, was canceled in the merger in exchange for a cash payment of $704,265, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
  • [F4]This option, which provided for vesting in four equal installments beginning on November 22, 2005, was canceled in the merger in exchange for a cash payment of $256,322.50, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
  • [F5]This option, which provided for vesting in four equal installments beginning on December 5, 2006, was canceled in the merger in exchange for a cash payment of $305,100, representing the difference between the exercise price of the option and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).
  • [F6]This restricted stock unit award ("RSU"), which, subject to a performance goal being met by the company for fiscal 2007, provided for vesting in four equal installments beginning on November 16, 2007, was canceled in the merger in exchange for a cash payment of $1,099,800 representing the difference between the conversion price of the RSU and the market value of the underlying Kronos common stock on the effective date of the merger ($55 per share).

Documents

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