Demandware Inc 4
4 · Demandware Inc · Filed Jul 11, 2016
Insider Transaction Report
Form 4
Demandware IncDWRE
Adams Timothy M
EVP & Chief Financial Officer
Transactions
- Disposition to Issuer
Common Stock
2016-07-11$75.00/sh−55,425$4,156,875→ 0 total - Disposition from Tender
Common Stock
2016-07-11$75.00/sh−19,068$1,430,100→ 55,425 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-07-11−40,000→ 0 totalExercise: $58.74Exp: 2024-06-02→ Common Stock (40,000 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger, dated as of May 31, 2016, by and among Demandware, Inc., a Delaware corporation, salesforce.com, inc. a Delaware corporation and Dynasty Acquisition Corp., a wholly-owned subsidiary of salesforce.com, inc. and a Delaware corporation (the "Merger Agreement"), these shares were tendered and disposed of at the Effective Time (all terms capitalized but not defined shall have the meaning given to them in the Merger Agreement) in exchange for the right to receive $75.00 per share, net to the seller in cash, without interest, less any required withholding taxes.
- [F2]Includes 268 shares acquired under the Demandware, Inc. Employee Stock Purchase Plan on June 30, 2016 pursuant to the Company's Employee Stock Purchase Plan.
- [F3]After giving effect to any accelerated vesting required pursuant to the Merger Agreement and any existing agreement to the extent permitted by the Merger Agreement, each share of restricted stock was canceled and converted into the right to receive $75.00 per share, net to the seller in cash, without interest, less any required withholding taxes.
- [F4]Includes 20,000 options that were unvested prior to the closing of the merger and 20,000 that were vested and exercisable. After giving effect to any accelerated vesting required pursuant to the Merger Agreement and any existing agreement to the extent permitted by the Merger Agreement, each unvested option became fully vested and exercisable and each outstanding and unexercised stock option was canceled and converted into the right to receive $75.00 per share minus the exercise price, net to the seller in cash, without interest, less any required withholding taxes.