4//SEC Filing
GARDNER DENVER INC 4
Accession 0000916459-13-000146
CIK 0000916459operating
Filed
Jul 31, 8:00 PM ET
Accepted
Aug 1, 5:10 PM ET
Size
21.0 KB
Accession
0000916459-13-000146
Insider Transaction Report
Form 4
SCHUMACHER DIANE K
Director
Transactions
- Disposition to Issuer
Phantom Stock Units
2013-07-30−4,059.7→ 0 total→ Common Stock (4,059.7 underlying) - Disposition to Issuer
Restricted Stock Units
2013-07-30−1,700→ 0 total→ Common Stock (1,700 underlying) - Gift
Common Stock
2013-07-25−265→ 43,886 total(indirect: By Partnership) - Disposition to Issuer
Common Stock
2013-07-30−10,276→ 0 total - Disposition to Issuer
Restricted Stock Units
2013-07-30−600→ 0 total→ Common Stock (600 underlying) - Disposition to Issuer
Common Stock
2013-07-30−43,886→ 0 total(indirect: By Partnership) - Disposition to Issuer
Nonemployee Director Stock Option (Right-to-buy)
2013-07-30−4,400→ 0 totalExercise: $28.62Exp: 2014-05-06→ Common Stock (4,400 underlying) - Disposition to Issuer
Nonemployee Director Stock Option (Right-to-buy)
2013-07-30−2,500→ 0 totalExercise: $49.30Exp: 2015-05-05→ Common Stock (2,500 underlying)
Footnotes (11)
- [F1]Bona fide gift by the Reporting Person of 265 shares to the Montini High School.
- [F10]The cash value of these units will be distributed to the director or beneficiary on the first day of the month following the date upon which the director ceases to be a director of the Company for any reason (unless otherwise elected by the director in accordance with the terms of the Phantom Plan).
- [F11]Pursuant to the Merger Agreement, each phantom stock unit was converted into the right to receive a cash payment of $76 per phantom stock unit.
- [F2]Price is not applicable to acquisitions or dispositions resulting from bona fide gifts.
- [F3]Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 7, 2013, by and among Gardner Denver, Inc. (the "Company"), Renaissance Parent Corp. and Renaissance Acquisition Corp. (the "Merger Agreement") in exchange for a cash payment of $76.00 per share.
- [F4]Shares held indirectly by the Schumacher 2010 Partnership Ltd. The Reporting Person and the Reporting Person's spouse are the limited partners of the Schumacher 2010 Partnership Ltd. and the Schumacher Management Trust is the general partner. The Reporting Person and the Reporting Person's spouse are the trustees and the beneficiaries of the Schumacher Management Trust.
- [F5]Options granted under the Company's Long-Term Incentive Plan, as amended, a Rule 16b-3 plan.
- [F6]Pursuant to the Merger Agreement, each outstanding option, whether vested or unvested, was canceled and converted into the right to receive a cash payment representing the amount, if any, by which $76.00 exceeded the exercise price per share of common stock underlying each option.
- [F7]Each restricted stock unit was the economic equivalent of one share of the Company's common stock.
- [F8]Pursuant to the Merger Agreement, any vesting conditions or restrictions applicable to each restricted stock unit lapsed as of the effective time of the merger and each restricted stock unit was converted into the right to receive a cash payment of $76.00 for each share of common stock underlying a restricted stock unit.
- [F9]The security converts to common stock on a one-for-one basis.
Documents
Issuer
GARDNER DENVER INC
CIK 0000916459
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000916459
Filing Metadata
- Form type
- 4
- Filed
- Jul 31, 8:00 PM ET
- Accepted
- Aug 1, 5:10 PM ET
- Size
- 21.0 KB