4//SEC Filing
Ellison George G 4
Accession 0000899243-21-001645
CIK 0001555039other
Filed
Jan 11, 7:00 PM ET
Accepted
Jan 12, 9:09 PM ET
Size
9.2 KB
Accession
0000899243-21-001645
Insider Transaction Report
Form 4
Ellison George G
President
Transactions
- Disposition to Issuer
Stock Options
2021-01-11−300,000→ 0 totalExercise: $10.04Exp: 2023-08-09→ Common Stock (300,000 underlying) - Disposition to Issuer
Common Stock
2021-01-11−725,046→ 0 total
Footnotes (4)
- [F1]Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of October 19, 2020 (the "Original Agreement"), as amended by the First Amendment to Agreement and Plan of Merger, dated as of November 20, 2020 (the "Amendment" and, together with the Original Agreement, the "Merger Agreement"), by and among the Issuer, Pretium Midway Holdco, LP ("Parent") and Midway AcquisitionCo REIT ("Merger Sub"), pursuant to which the Issuer merged with and into Merger Sub (the "Merger"), with Merger Sub surviving the Merger as a wholly owned subsidiary of Parent, and each share of the Issuer's common stock, par value $0.01 per share (the "Shares" and each, a "Share") issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive $16.25 per Share in cash without interest and subject to deduction for any required withholding taxes.
- [F2]Includes 286,960 restricted stock units ("RSUs"), which, upon vesting, settle for shares of common stock. In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each of these RSUs (whether vested or unvested) was automatically cancelled in exchange for the right to receive a cash payment in the amount equal to (i) the product of (A) the number of Shares subject to such RSU immediately prior to the effective time of the Merger and (B) $16.25, plus (ii) the value as of the effective time of the Merger of all accrued but unpaid dividend equivalents with respect to such RSU, less any required withholding tax.
- [F3]In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each of these options (whether vested or unvested) was automatically cancelled in exchange for the right to receive a cash payment in the amount equal to the product of (i) the number of Shares subject to such option immediately prior to the effective time of the Merger and (ii) the amount, if any, by which $16.25 exceeds the exercise price per Share subject to such option, less any required withholding taxes.
- [F4]Immediately.
Documents
Issuer
Front Yard Residential Corp
CIK 0001555039
Entity typeother
Related Parties
1- filerCIK 0001634612
Filing Metadata
- Form type
- 4
- Filed
- Jan 11, 7:00 PM ET
- Accepted
- Jan 12, 9:09 PM ET
- Size
- 9.2 KB