4//SEC Filing
Higher One Holdings, Inc. 4
Accession 0000899243-16-026408
CIK 0001486800operating
Filed
Aug 4, 8:00 PM ET
Accepted
Aug 5, 2:43 PM ET
Size
13.2 KB
Accession
0000899243-16-026408
Insider Transaction Report
Form 4
BIDDELMAN PAUL
Director
Transactions
- Disposition to Issuer
Common Stock
2016-08-04$5.15/sh−40,090$206,464→ 0 total - Disposition to Issuer
Common Stock (right to buy)
2016-08-04−28,800→ 0 totalExercise: $1.34Exp: 2017-03-28→ Common Stock (28,800 underlying) - Disposition to Issuer
Common Stock (right to buy)
2016-08-04−21,273→ 0 totalExercise: $3.42Exp: 2025-03-02→ Common Stock (21,273 underlying) - Disposition to Issuer
Restricted Stock Units
2016-08-04−27,710→ 0 totalExercise: $0.00→ Common Stock (27,710 underlying)
Footnotes (3)
- [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. and Winchester Acquisition Corporation, 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 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 $5.15 (the "Merger Consideration"), without interest thereon and less any applicable tax withholding.
- [F2]Pursuant to the Merger Agreement, on August 4, 2016, at the Effective Time by virtue of the Merger, each Higher One stock option (each, an "Option"), whether or not vested and exercisable, that was outstanding and unexercised immediately prior to the Effective Time, was cancelled and converted into the right to receive an amount in cash equal to the product of (x) the total number of shares of Higher One common stock, par value $0.001 subject to such Option multiplied by (y) the excess, if any, of the Merger Consideration over the per-share exercise price of the Option, without interest thereon and less any applicable tax withholding. All Options with respect to which the per-share exercise price subject thereto was equal to or greater than the Merger Consideration were cancelled in exchange for no consideration.
- [F3]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.
Documents
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, 2:43 PM ET
- Size
- 13.2 KB