Home/Filings/4/0000899243-21-016270
4//SEC Filing

Diamond Michael Fisher 4

Accession 0000899243-21-016270

CIK 0001593936other

Filed

Apr 18, 8:00 PM ET

Accepted

Apr 19, 7:11 PM ET

Size

11.4 KB

Accession

0000899243-21-016270

Insider Transaction Report

Form 4
Period: 2021-04-15
Diamond Michael Fisher
EVP - Chief Financial Officer
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2021-04-1511,9380 total
    Common Stock (11,938 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2021-04-1565,2170 total
    Common Stock (65,217 underlying)
  • Disposition to Issuer

    Market Stock Units

    2021-04-1516,2780 total
    Common Stock (16,278 underlying)
Footnotes (2)
  • [F1]Pursuant to the Merger Agreement, at or immediately prior to the Effective Time, each award of restricted stock units with respect to shares of the Issuer's common stock subject to vesting based solely on continued employment or service to the Issuer or any of its subsidiaries (each, a "Restricted Stock Unit") that was then outstanding was cancelled and converted into the right to receive an amount in cash equal to (a) the number of shares subject to such Restricted Stock Unit immediately prior to the Effective Time multiplied by (b) $22.00 per share of common stock, net to the seller, in cash, without interest and less any applicable withholding taxes (the "Merger Consideration").
  • [F2]The market stock units (the "Market Stock Units") granted to the Reporting Person on March 5, 2021 represented a contingent right to receive, upon vesting, a varying number of shares of the Issuer's common stock based on the achievement of certain pre-determined thresholds related to changes in the Issuer's common stock price, converting into between 0% and 150% of the target number of shares of the Issuer's common stock. Pursuant to the Merger Agreement, at or immediately prior to the Effective Time, the Market Stock Units that were then outstanding vested based on actual performance as of such time, and such vested Market Stock Units held by the Reporting Person were cancelled and converted into the right to receive an amount in cash equal to (a) 16,442 shares subject to such vested Market Stock Units immediately prior to the Effective Time, multiplied by (b) the Merger Consideration.

Issuer

Michaels Companies, Inc.

CIK 0001593936

Entity typeother

Related Parties

1
  • filerCIK 0001823088

Filing Metadata

Form type
4
Filed
Apr 18, 8:00 PM ET
Accepted
Apr 19, 7:11 PM ET
Size
11.4 KB