4//SEC Filing
SunGard 4
Accession 0000899243-15-009156
CIK 0001337272operating
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 5:39 PM ET
Size
15.4 KB
Accession
0000899243-15-009156
Insider Transaction Report
Form 4
SunGardNONE
Park John Ihn
Director
Transactions
- Disposition to Issuer
Class L Common Stock
2015-11-30−3,770,872→ 0 total(indirect: See Notes)→ Common Stock (3,770,872 underlying) - Disposition to Issuer
Class A-5 common stock
2015-11-30−33,937,852→ 0 total(indirect: See Notes)From: 2005-08-11→ Common Stock (33,937,852 underlying) - Disposition to Issuer
Class A-5 common stock
2015-11-30−911,806→ 0 total(indirect: See Notes)From: 2005-08-11→ Common Stock (911,806 underlying) - Disposition to Issuer
Class L Common Stock
2015-11-30−101,312→ 0 total(indirect: See Notes)→ Common Stock (101,312 underlying)
Footnotes (8)
- [F1]Class A-5 common stock was convertible into Class A-8 common stock of the Issuer on a one-for-one basis at any time at the option of the holder and in certain other cases and had no expiration date.
- [F2]On November 30, 2015, Fidelity National Information Services, Inc. ("FIS") acquired SunGard pursuant to the Agreement and Plan of Merger, dated August 12, 2015, by and among FIS, SunGard and the other parties named therein (the "Merger Agreement"). Pursuant to the Merger Agreement, SunGard became a wholly-owned subsidiary of FIS (the "Merger"). At the effective time of the Merger, pursuant to the Merger Agreement, each share of Class A-5 common stock of SunGard was cancelled for no consideration.
- [F3]"Common Stock" means Class A-8 common stock of the Issuer.
- [F4]Shares reported reflect shares beneficially owned by KKR Millennium Fund L.P., for which KKR Associates Millennium L.P. is the general partner, and for which KKR Millennium GP LLC is the general partner of that limited partnership and exercises sole voting and investment power with respect to such shares.
- [F5]The Reporting Person disclaims beneficial ownership of any securities reported herein. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.
- [F6]Shares reported reflect shares beneficially owned by KKR Partners III, L.P., for which KKR III GP LLC is the general partner and exercises sole voting and investment power with respect to such shares.
- [F7]Each share of Class L common stock was to automatically convert into one share of Class A-8 common stock, plus an additional number of shares based on the public offering price established in connection with an initial public offering of the Issuer's securities (i) immediately prior to an initial public offering of the Issuer, (ii) in connection with a realization event of the Issuer, upon the approval of certain investors, or (iii) in connection with the registration, under the Securities Act of 1933, of the Class A-8 common stock, unless certain investors determined otherwise.
- [F8]Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Class L common stock was converted into the right to receive approximately 0.7549 shares of FIS common stock and $60.14 in cash.
Documents
Issuer
SunGard
CIK 0001337272
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001337272
Filing Metadata
- Form type
- 4
- Filed
- Dec 1, 7:00 PM ET
- Accepted
- Dec 2, 5:39 PM ET
- Size
- 15.4 KB