SL INDUSTRIES INC 4
4 · SL INDUSTRIES INC · Filed Jun 1, 2016
Insider Transaction Report
Form 4
Belardi Louis J
CFO, Secretary & Treasurer
Transactions
- Disposition from Tender
Common Stock
2016-05-31$40.00/sh−1,998$79,920→ 0 total - Disposition to Issuer
Restricted Stock Units
2016-06-01−2,273→ 0 total→ Common Stock (2,273 underlying) - Disposition to Issuer
Restricted Stock Units
2016-06-01−2,129→ 0 total→ Common Stock (2,129 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2016-06-01$27.50/sh−6,003$165,083→ 0 totalExercise: $12.50Exp: 2017-08-29→ Common Stock (6,003 underlying) - Disposition to Issuer
Restricted Stock Units
2016-06-01−3,053→ 0 total→ Common Stock (3,053 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2016-06-01$13.76/sh−21,000$288,960→ 0 totalExercise: $26.24Exp: 2019-03-02→ Common Stock (21,000 underlying)
Footnotes (7)
- [F1]Price reflects aggregate per share consideration paid pursuant to the tender offer contemplated under the Agreement and Plan of Merger dated April 6, 2016 (the "Merger Agreement"), by and among Handy & Harman Ltd., Handy & Harman Group Ltd., SLI Acquisition Co., and SL Industries, Inc. (the "Company").
- [F2]Each restricted stock unit ("RSU") represents a right to receive, at settlement, one share of common stock of Company.
- [F3]The RSUs provided for vesting on March 15, 2017, subject to certain conditions. Pursuant to the Merger Agreement, these RSUs vested and were cancelled in exchange for a cash payment of $122,120, which is the product of (i) the aggregate number of shares of common stock subject to such RSUs (3,053 shares) and (ii) $40.00 per share (the "Merger Consideration Amount"), with such cash payment subject to any required withholding of taxes.
- [F4]The RSUs provide for vesting on March 15, 2018, subject to certain conditions. Pursuant to the Merger Agreement, these RSUs vested and were cancelled in exchange for a cash payment of $85,160, which is the product of (i) the aggregate number of shares of common stock subject to such RSUs (2,129 shares) and (ii) the Merger Consideration Amount ($40.00 per share), with such cash payment subject to any required withholding of taxes.
- [F5]The RSUs provide for vesting on March 15, 2019, subject to certain conditions. Pursuant to the Merger Agreement, these RSUs vested and were cancelled in exchange for a cash payment of $90,920, which is the product of (i) the aggregate number of shares of common stock subject to such RSUs (2,273 shares) and (ii) the Merger Consideration Amount ($40.00 per share), with such cash payment subject to any required withholding of taxes.
- [F6]Pursuant to the Merger Agreement, this fully vested option was cancelled in exchange for a cash payment of $165,082.50, which is the product of (i) the excess of the Merger Consideration Amount over the exercise price per share of such option ($27.50 per share) and (ii) the number of shares of common stock issuable upon exercise of such option (6,003 shares), with such payment subject to any required withholding of taxes.
- [F7]This option provided for vesting in two equal annual installments beginning on March 3, 2016. Pursuant to the Merger Agreement, this option was fully vested and was cancelled in exchange for a cash payment of $288,960, which is the product of (i) the excess of the Merger Consideration Amount over the exercise price per share of such option ($13.76 per share) and (ii) the number of shares of common stock issuable upon exercise of such option (21,000 shares), with such payment subject to any required withholding of taxes.