BORNAK MICHAEL D 4
4 · TOLLGRADE COMMUNICATIONS INC \PA\ · Filed May 12, 2011
Insider Transaction Report
Form 4
BORNAK MICHAEL D
CFO and Treasurer
Transactions
- Disposition to Issuer
Common stock
2011-05-10$10.10/sh−20,000$202,000→ 0 total - Disposition to Issuer
Nonstatutory stock option
2011-05-10$4.07/sh−50,000$203,500→ 0 totalExercise: $6.03From: 2010-12-10Exp: 2019-12-10→ Common stock (50,000 underlying)
Footnotes (4)
- [F1]Restricted shares, subject to a three year period of restriction from the date of grant.
- [F2]Pursuant to the Agreement and Plan of Merger, dated February 21, 2011, among Tollgrade Communications, Inc. ("Tollgrade"), Talon Holdings, Inc. and Talon Merger Sub, Inc. (the "Merger Agreement"), effective as of May 10, 2011, shares of Tollgrade common stock (including restricted shares) were automatically canceled and converted into the right to receive $10.10 per share in cash.
- [F3]Options were scheduled to vest in three equal installments on 12/10/10, 12/10/11 and 12/10/12.
- [F4]Pursuant to the Merger Agreement, effective as of May 10, 2011, each stock option was canceled and converted into the right to receive in cash an amount equal to the product of (a) the excess, if any, of $10.10 over the exercise price of such stock option, multiplied by (b) the number of shares which otherwise could have been purchased upon the exercise of such stock option, with out regard to whether such stock option was then vested.