Home/Filings/4/0000921895-10-001755
4//SEC Filing

PHOENIX TECHNOLOGIES LTD 4

Accession 0000921895-10-001755

CIK 0000832767operating

Filed

Nov 23, 7:00 PM ET

Accepted

Nov 24, 5:37 PM ET

Size

21.3 KB

Accession

0000921895-10-001755

Insider Transaction Report

Form 4
Period: 2010-11-23
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
Ramius LLC
10% Owner
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
RCG PB, Ltd
10% Owner
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
Transactions
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-232,481,4210 total(indirect: By Ramius Value and Opportunity Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-23683,2650 total(indirect: By Ramius Navigation Master Fund Ltd)
  • Disposition to Issuer

    Common Stock, $0.001 par value

    2010-11-231,938,8140 total(indirect: By RCG PB, Ltd)
Footnotes (3)
  • [F1]This Form 4 is filed jointly by Ramius Value and Opportunity Master Fund Ltd, Ramius Navigation Master Fund Ltd, RCG PB, Ltd, Ramius Enterprise Master Fund Ltd, Ramius Advisors, LLC, Ramius Value and Opportunity Advisors LLC and Ramius LLC (collectively, the "Reporting Persons"). The Reporting Persons are members of a Section 13(d) group with respect to the securities of the Issuer. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transaction being filed with the Securities and Exchange Commission.
  • [F2](Continued from previous footnote) Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
  • [F3]Shares were disposed of pursuant to that certain Agreement and Plan of Merger, dated August 17, 2010, by and among the Issuer, Pharaoh Acquisition LLC (f/k/a Pharaoh Acquisition Corp.) and Pharaoh Merger Sub Corp., a wholly-owned subsidiary of Pharaoh Acquisition LLC, as amended on October 21, 2010 and November 3, 2010, in exchange for the right to receive $4.20 in cash per share of Common Stock.

Issuer

PHOENIX TECHNOLOGIES LTD

CIK 0000832767

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000832767

Filing Metadata

Form type
4
Filed
Nov 23, 7:00 PM ET
Accepted
Nov 24, 5:37 PM ET
Size
21.3 KB