OVERLAND STORAGE INC 4
4 · OVERLAND STORAGE INC · Filed Dec 3, 2014
Insider Transaction Report
Form 4
Hoff Nils
Director
Transactions
- Disposition to Issuer
Common Stock
2014-12-01−30,000→ 0 total - Disposition to Issuer
Common Stock
2014-12-01−30,000→ 30,000 total
Footnotes (3)
- [F1]This transaction reflects the disposition of shares of the issuer's common stock pursuant to the Agreement and Plan of Merger, dated as of May 15, 2014, by and among the issuer, Sphere 3D Corporation ("Acquirer") and S3D Acquisition Company (the "Merger Agreement") in exchange for 0.46385 shares of Acquirer for each one share of issuer (the "Exchange Ratio"). The Market Value of Acquirer's stock on December 1, 2014 was $7.71.
- [F2]This number of shares includes 15,000 unvested restricted stock units, each of which represents the right to receive one share of the issuer's common stock. Pursuant to the Merger Agreement, these restricted stock units will be assumed by the Acquirer and converted into the right to receive shares of Acquirer common stock as adjusted by the Exchange Ratio. The current vesting and other terms of the award continue in effect.
- [F3]These shares represent unvested restricted stock units, each of which represents the right to receive one share of the issuer's common stock. The reporting person's service to the issuer terminates effective upon closing of the merger. Upon termination of service to the issuer, unvested restricted stock units are forfeited.