4//SEC Filing
SAPIENT CORP 4
Accession 0001008817-15-000029
CIK 0001008817operating
Filed
Feb 9, 7:00 PM ET
Accepted
Feb 10, 9:44 PM ET
Size
8.4 KB
Accession
0001008817-15-000029
Insider Transaction Report
Form 4
SAPIENT CORPSAPE
Wexler Alan M
Senior Vice President
Transactions
- Gift
Common Stock
2014-12-04−3,000→ 324,703 total - Disposition to Issuer
Common Stock
2015-02-06$25.00/sh−369,200$9,230,000→ 0 total
Footnotes (5)
- [F1]On December 4, 2014, the Reporting Person made a charitable gift in the amount of 3,000 shares.
- [F2]167,826 of these securities represent shares of Sapient Corporation ("Sapient") common stock, par value $0.01 ("Common Stock") underlying Sapient restricted stock units subject to time-based vesting ("Restricted Stock Units"). This amount has been reduced by 1,092 unvested dividend equivalent rights previously overstated in prior Forms 4.
- [F3]Pursuant to the terms of the Agreement and Plan of Merger, dated as of November 1, 2014, among Sapient, Publicis Groupe S.A. and 1926 Merger Sub Inc. (the "Merger Agreement"), on February 6, 2015, each share of Sapient Common Stock issued and outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) and not otherwise excluded pursuant to the terms of the Merger Agreement, was converted into the right to receive $25.00 per share in cash (the "Merger Consideration"), subject to any required withholding taxes.
- [F4]Amount includes 167,826 Restricted Stock Units. Pursuant to the Merger Agreement, on February 6, 2015, Sapient Restricted Stock Units, plus any accrued and unvested dividend equivalent rights associated with such Restricted Stock Units, outstanding immediately prior to the Acceptance Time (as defined in the Merger Agreement) were canceled and converted into the right to receive the Merger Consideration, subject to any required withholding taxes. Fractional shares have been rounded up to the next whole unit for purposes of this Form 4.
- [F5]Amount includes 44,497 shares of Sapient Common Stock underlying Sapient performance restricted stock units ("Performance Restricted Stock Units"), which had not been previously reported. Pursuant to the Merger Agreement, on February 6, 2015, each Performance Restricted Stock Unit outstanding immediately prior to the Acceptance Time (as defined in the Merger Agreement) was canceled and converted into the right to receive the Merger Consideration (as if the applicable performance conditions were deemed achieved at the maximum performance level).
Documents
Issuer
SAPIENT CORP
CIK 0001008817
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001008817
Filing Metadata
- Form type
- 4
- Filed
- Feb 9, 7:00 PM ET
- Accepted
- Feb 10, 9:44 PM ET
- Size
- 8.4 KB