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4//SEC Filing

Higher One Holdings, Inc. 4

Accession 0000899243-16-026404

CIK 0001486800operating

Filed

Aug 4, 8:00 PM ET

Accepted

Aug 5, 2:39 PM ET

Size

12.0 KB

Accession

0000899243-16-026404

Insider Transaction Report

Form 4
Period: 2016-08-04
WOLF CHRISTOPHER W
Chief Financial Officer
Transactions
  • Disposition from Tender

    Common Stock

    2016-08-04$5.15/sh141,917$730,8730 total
  • Disposition to Issuer

    Common Stock

    2016-08-04$5.15/sh12,500$64,3750 total
  • Disposition to Issuer

    Common Stock

    2016-08-04$5.15/sh116,096$597,8940 total
  • Disposition to Issuer

    Restricted Stock Units

    2016-08-04120,4810 total
    Exercise: $0.00Common Stock (120,481 underlying)
Footnotes (4)
  • [F1]Pursuant to the terms of the Agreement and Plan of Merger dated June 29, 2016 (the "Merger Agreement") by and among Higher One Holdings, Inc. ("Higher One"), Winchester Acquisition Holdings Corp. ("Merger Sub") and Winchester Acquisition Corporation ("Parent"), Merger Sub purchased each share of Higher One common stock, par value $0.001 (each, a "Share"), tendered and accepted for payment in the Offer (as defined in the Merger Agreement) at a price per share of $5.15 (the "Offer Price"), net to the seller in cash, without interest thereon and less any required withholding taxes.
  • [F2]Pursuant to the Merger Agreement, on August 4, 2016, at the Effective Time (as defined in the Merger Agreement) by virtue of the Merger (as defined in the Merger Agreement), each restricted share of Higher One common stock (each, a "Restricted Share") that had not vested as of the Effective Time was automatically cancelled and converted into the right to receive an amount in cash equal to the Offer Price (the "Merger Consideration"), without interest thereon and less any applicable tax withholding.
  • [F3]Pursuant to the Merger Agreement, on August 4, 2016, at the Effective Time by virtue of the Merger, each stock-settled restricted stock unit that had not vested as of the Effective Time was automatically cancelled and converted into the right to receive an amount in cash equal to the Merger Consideration, without interest thereon and less any applicable tax withholding.
  • [F4]Pursuant to the Merger Agreement, on August 4, 2016, at the Effective Time by virtue of the Merger, each cash-settled restricted stock unit that had not vested as of the Effective Time was automatically cancelled and converted into the right to receive an amount in cash equal to the Merger Consideration, without interest thereon and less any applicable tax withholding.

Issuer

Higher One Holdings, Inc.

CIK 0001486800

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001486800

Filing Metadata

Form type
4
Filed
Aug 4, 8:00 PM ET
Accepted
Aug 5, 2:39 PM ET
Size
12.0 KB