4//SEC Filing
BASZUCKI PAUL 4
Accession 0000904659-05-000002
CIK 0000072418other
Filed
Jan 26, 7:00 PM ET
Accepted
Jan 27, 3:46 PM ET
Size
15.8 KB
Accession
0000904659-05-000002
Insider Transaction Report
Form 4
NORSTAN INCNRRD
BASZUCKI PAUL
Director
Transactions
- Disposition from Tender
Common Stock
2005-01-25$5.60/sh−30,944$173,286→ 0 total(indirect: By Trust) - Disposition from Tender
Common Stock
2005-01-25$5.60/sh−423,426$2,371,186→ 0 total - Disposition from Tender
Common Stock
2005-01-25$5.60/sh−570$3,192→ 0 total(indirect: By Spouse) - Disposition to Issuer
Stock Option (Right to Buy)
2005-01-25−222,550→ 0 total→ Common Stock (222,550 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2005-01-25−80,000→ 0 total→ Common Stock (80,000 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc. in exchange for $5.60 per share on the acceptance of the Tender Offer by Black Box Corporation.
- [F2]These options were canceled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc.. These options had various exercise prices each greater than the $5.60 per share Tender Offer price and were thus cancelled on the effective date of the merger without payment of any consideration thereof. These options were: on 9/26/1997, 25,000 shares granted at $20.06 vesting over five equal annual installments beginning 9/26/1998; on 8/7/1998, 40,000 shares granted at $20.72 vesting over four equal annual installments beginning 8/7/1999; On 12/1/1998, 20,000 shares granted at $15.47 vesting over four equal annual installments beginning 12/1/1999; on 12/14/1999, 50 shares granted at $5.62 vesting upon grant; on 1/6/2000, 100,000 shares granted at $5.73 vesting over three equal annual installments beginning 1/6/2001; on 6/13/2002, 37,500 shares granted at $5.65 vesting over three equal annual installments beginning 6/13/2003.
- [F3]These options were canceled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc. in exchange for a cash payment of $279,000 which represents the difference between the various exercise prices of the options and the $5.60 per share tender offer price paid by Black Box pursuant to the Tender Offer. These options were 1) On 6/30/2000, 10,000 shares granted at $3.75 vesting over three equal annual installments beginning 6/30/01; 2) On 3/20/2001, 50,000 shares granted at $1.11 vesting 50% upon grant, 25% on 3/20/02 and 25% on 3/20/03; 3)On 6/5/2003, 20,000 shares granted at $3.80 vesting over three equal annual installments beginning 6/5/04.
- [F4]These options expire ten years from grant date.
Documents
Issuer
NORSTAN INC
CIK 0000072418
Entity typeother
Related Parties
1- filerCIK 0000904659
Filing Metadata
- Form type
- 4
- Filed
- Jan 26, 7:00 PM ET
- Accepted
- Jan 27, 3:46 PM ET
- Size
- 15.8 KB