ISEMAN FREDERICK J 4
4 · PLY GEM HOLDINGS INC · Filed Apr 12, 2018
Insider Transaction Report
Form 4
ISEMAN FREDERICK J
Director10% Owner
Transactions
- Disposition to Issuer
Common Stock
2018-04-12$21.64/sh−25,000$541,000→ 0 total - Disposition to Issuer
Common Stock
2018-04-12$21.64/sh−35,709,612$772,756,004→ 0 total(indirect: See Footnote) - Disposition to Issuer
Common Stock
2018-04-12$21.64/sh−9,985,631$216,089,055→ 0 total(indirect: See Footnote)
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of January 31, 2018 (the "Merger Agreement") by and among the Company, Pisces Midco, Inc., a Delaware corporation ("Parent") and Pisces Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), on April 12, 2018, Merger Sub merged with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of common stock, par value $0.01 per share, of the Company (each, a "Share") was canceled and converted automatically into the right to receive $21.64 per share in cash without interest and less any applicable tax withholdings.
- [F2]Rajaconda Holdings, Inc. (the "CI General Partner") is the sole general partner of Caxton-Iseman (Ply Gem), L.P. ("CI Partnership I") and Caxton-Iseman (Ply Gem) II, L.P. ("CI Partnership II" and, together with CI Partnership I, the "CI Partnerships"). The CI General Partner is wholly owned by FJI Gloucester LLC, which is wholly owned and controlled by Mr. Iseman (together, the "Reporting Persons"). Each of the Reporting Person's pecuniary interest in the securities held by the CI Partnerships is limited to their percentage interest in the CI Partnerships' interests in such securities.
- [F3]By CI Partnership I.
- [F4]By CI Partnership II.
- [F5]By Frederick J. Iseman.