4//SEC Filing
HOT TOPIC INC /CA/ 4
Accession 0001017712-13-000016
CIK 0001017712operating
Filed
Jun 13, 8:00 PM ET
Accepted
Jun 14, 8:06 PM ET
Size
31.6 KB
Accession
0001017712-13-000016
Insider Transaction Report
Form 4
HEDRICK W SCOTT
Director
Transactions
- Disposition to Issuer
Common Stock
2013-06-12$14.00/sh−38,793$543,102→ 0 total - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$6.46/sh−16,122$104,148→ 0 totalExercise: $7.54From: 2010-06-09Exp: 2019-06-09→ Common Stock (16,122 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$4.48/sh−16,350$73,248→ 0 totalExercise: $9.52From: 2013-06-05Exp: 2020-06-05→ Common Stock (16,350 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$0.91/sh−10,231$9,310→ 0 totalExercise: $13.09From: 2007-06-13Exp: 2016-06-13→ Common Stock (10,231 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$7.98/sh−2,500$19,950→ 0 totalExercise: $6.02From: 2009-06-10Exp: 2018-06-10→ Common Stock (2,500 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$2.79/sh−2,500$6,975→ 0 totalExercise: $11.21From: 2008-06-14Exp: 2017-06-14→ Common Stock (2,500 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$7.98/sh−20,434$163,063→ 2,500 totalExercise: $6.02From: 2009-06-10Exp: 2018-06-10→ Common Stock (20,434 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$6.91/sh−22,672$156,664→ 0 totalExercise: $7.09From: 2012-06-07Exp: 2021-06-07→ Common Stock (22,672 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$2.79/sh−8,696$24,262→ 2,500 totalExercise: $11.21From: 2008-06-14Exp: 2017-06-14→ Common Stock (8,696 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12−7,500→ 0 totalExercise: $20.67From: 2006-06-15Exp: 2015-06-14→ Common Stock (7,500 underlying) - Disposition to Issuer
Common Stock
2013-06-12$14.00/sh−10,000$140,000→ 0 total(indirect: By Trust) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12$9.12/sh−31,669$288,821→ 0 totalExercise: $4.88From: 2011-06-08Exp: 2020-06-08→ Common Stock (31,669 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2013-06-12−7,500→ 0 totalExercise: $20.04From: 2005-06-17Exp: 2014-06-17→ Common Stock (7,500 underlying)
Footnotes (6)
- [F1]On March 6, 2013, Hot Topic, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with HT Merger Sub Inc., a California corporation ("Merger Sub") and a wholly owned subsidiary of 212F Holdings LLC, a Delaware limited liability company ("Parent"). On June 12, 2013, pursuant to the Merger Agreement, Merger Sub merged with and into the Company, and the Company continued as the surviving corporation and as a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, to the extent not previously vested, all outstanding stock and options under the Company's equity incentive plans became vested.
- [F2]Pursuant to the Merger Agreement, all shares of Company common stock were cancelled and exchanged for merger consideration of $14.00 per share in the Merger.
- [F3]The reporting person is Trustee of the Hedrick Children's Irrevocable Trust DTD 12-26-92. The filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F4]Pursuant to the Merger Agreement, each option to acquire shares of Company's common stock vested and was cancelled at the effective time of the Merger in exchange for the right to receive a cash amount equal to the number of shares underlying the option multiplied by the difference between the per share merger consideration of $14.00 and the per share exercise price of this option.
- [F5]The option vests 25% one year after the date of grant and 6.25% at the end of each quarter thereafter.
- [F6]Pursuant to the Merger Agreement, each option to acquire shares of Company's common stock vested and was cancelled at the effective time of the Merger in exchange for the right to receive a cash amount equal to the number of shares underlying the option multiplied by the excess (if any) of the per share merger consideration of $14.00 over the per share exercise price of this option.
Documents
Issuer
HOT TOPIC INC /CA/
CIK 0001017712
Entity typeoperating
IncorporatedCA
Related Parties
1- filerCIK 0001017712
Filing Metadata
- Form type
- 4
- Filed
- Jun 13, 8:00 PM ET
- Accepted
- Jun 14, 8:06 PM ET
- Size
- 31.6 KB