UNS Energy Corp 4
4 · UNS Energy Corp · Filed Aug 19, 2014
Insider Transaction Report
Form 4
Dion Philip J III
Vice President
Transactions
- Disposition to Issuer
Common Stock
2014-08-15$60.25/sh−1,187.827$71,567→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Restricted Stock Units
2014-08-15−2,084.993→ 0 totalExercise: $0.00→ Common Stock (2,084.993 underlying) - Disposition to Issuer
Common Stock
2014-08-15$60.25/sh−3,045$183,461→ 0 total - Disposition to Issuer
Restricted Stock Units
2014-08-15−571.251→ 0 totalExercise: $0.00→ Common Stock (571.251 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2014-08-15−4,240→ 0 totalExercise: $26.11Exp: 2019-02-19→ Common Stock (4,240 underlying)
Footnotes (6)
- [F1]On August 15, 2014, FortisUS Inc., a Delaware corporation, acquired the issuer pursuant to that certain merger agreement between issuer, FortisUS Inc., Color Acquisition Sub Inc., an Arizona corporation and wholly owned subsidiary of FortisUS Inc., and solely for purposes of Section 5.5(c) and 8.15 of the merger agreement, Fortis Inc., a corporation incorporated under the Corporations Act of Newfoundland and Labrador, dated as of December 11, 2013 (the "Merger"). At the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $60.25 in cash. In addition, derivative securities were canceled at the effective time of the Merger in exchange for a cash payment equal to $60.25 per share, payable without interest and less any required withholding taxes.
- [F2]Each Restricted Stock Unit represents a contingent right to receive one share of UNS Energy Corporation common stock.
- [F3]The reported number of derivative securities disposed of includes shares acquired by reinvesting dividends in unreported transactions pursuant to the Company's dividend reinvestment program.
- [F4]The restricted stock units were canceled at the effective time of the Merger in exchange for a cash payment equal to $60.25 per share, payable without interest and less any required withholding taxes.
- [F5]At the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $60.25 in cash. In addition, all outstanding options were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration (less the exercise price in the case of options), payable without interest and less any required withholding taxes.
- [F6]The options were canceled at the effective time of the Merger in exchange for a cash payment equal to $60.25 less the option exercise price, payable without interest and less any required withholding taxes.